Smutty Things
by Supernova8812
Summary: This isn't your typical one-shot collection. All the one-shots posted here are about different "adult content" between characters. If you can't figure out what "adult content" means, then you probably shouldn't be reading this. Prompts accepted by review or PM
1. Thank You

What's up internet fuckers, it's Supernova8812 coming at you with the first of what will hopefully be _many_ Stranger Things smut one-shots!

I haven't posted anything for a long time, and nothing on this account, though I have requested some one-shots from other authors that write those collection things. I figured since there are plenty of those, and I can't write them for shit, I'll stick to the smut stories. They won't be _just_ smut though, I'm a porn-with-plot kind of writer, so the fucking is part of a narrative, I just need the fucking to make the rest happen.

I'm very open to different kinds of smut, though I do have some restrictions: I won't do adults with kids, blood play, scat play, or anything like that. I also try to stay away from rape, unless it's staged rape, cause consent is key. Other than that, I'm willing to do different fetish stories. I won't promise I can do them all justice, my experience only goes so far, but I'll do my best. If there's something you want to read, send me a prompt, either review or PM, and I'll get the fucking underway.

Prompt: Will is back from the Upside Down, but he doesn't know how to thank his friends for never giving up on him

* * *

"As you walk through the darkness, you start to hear it," Mike says, his eyes just visible over the top of his screen. "Like metal dragging across stone, endless, and coming straight toward you."

"It's gonna be the Yuan-ti Queen, I just know it," Dustin groans. "If it's the Yuan-ti Queen then we're _so_ screwed."

"It's not gonna be the Yuan-ti Queen," Lucas responds, if only to disagree.

Will has a strange sense of deja vu from the scene before him. It's almost the same as their campaign before the Demogorgon had shown up, and it sends a cold shiver down Will's spine.

"Out of the shadows, now filled with the same sound, you start to hear a hiss," Mike continues, drawing Will's attention back. "The Yuan-ti Queen!"

All three boys groan, knowing their characters probably won't make it through this battle at half health.

"I knew it," Dustin says. "I fucking knew it, I _told_ you it would be the Yuan-ti Queen, didn't I?"

"Oh shut up," Lucas tells him. "Does it really matter? We're all gonna die if we can't pull a miracle out of our asses."

"The Queen has no time for your silly bickering!" Mike interjects, cutting them off. "She slithers toward you at full speed, drawing twin scimitar to slice you to pieces! Will, your action!"

"Uh, um," Will stutters, trying to figure out what to do. Another wave of deja vu.

"Cast Fireball!" Lucas shouts, just like last time.

"No, cast protection!" Dustin yells, louder than Lucas.

Another cold shiver runs down Will's spine when they shout the same things as their last campaign. They're higher level now, but Will isn't about to make the same mistake he did the last time.

"I cast Wall of Force!" Will decides, trying to be heard over his friends.

"The Queen slams into an invisible barrier, blocking the tunnel between you!" Mike narrates, not missing a beat. "You're safe, for now…"

"Well then let's get out of here," Lucas suggests. "Will, how long can you concentrate on that spell for?"

"Ten minutes," Will answers, taking a deep breath. "But the range only goes up to a hundred and twenty feet."

"Do you have any more spell slots to cast it again?" Dustin asks. "Cause the entrance was only, like, three hundred feet back, if I'm remembering our distances correctly at least."

Mike nods at his guess, and then all eyes turn back to Will.

"I can do it once more, but that's it," Will answers. "Even if I could get a slot back, I only have one more pinch of the gem powder I need."

"Okay, then here's what we're gonna do," Dustin says, bringing the attention back to himself. "We move as far as we can before Will has to let go of the spell, and then we book it down the tunnel. Once we can see the entrance, Will casts the spell again so we can get out."

"That just puts us in another tunnel to get out of," Lucas points out. "The Queen's gonna follow us."

"Then let's use the last charge on that fancy hammer you're carrying," Dustin suggests, slightly bitter. "If we cast earthquake down here, it should collapse the tunnel behind us, and maybe even crush the Queen if we're lucky."

"And it could bring everything above us down too, and crush _us_ to death," Lucas retorts. "I thought we were trying _not_ to die?"

"I could teleport us," Will offers, not wanting to get in the middle of their argument. "It's a fifth level spell, just like Wall of Force, I just need some time to prepare it."

Dustin and Lucas both look at Will like he's grown a second head.

"Why didn't you say that sooner?" Lucas questions. "We wouldn't have had to listen to Dustin's crappy ideas."

"The Queen slams into the barrier again, still trying to get to you!" Mike announces before a real argument starts. "You've spent five minutes arguing, use your time wisely."

"I start drawing the sigils for Teleportation Circle," Will tells him. "It's supposed to take about one minute to cast."

Mike nods, checking his reference guides.

"I'll say it takes three minutes to draw, and one minute to cast," Mike decides. "Where are you teleporting to?"

"King Tristan's circle, where his _elite guards_ are stationed," Will responds, stressing the part about the guards. Hopefully that deters the Queen from trying to follow them as soon as Will isn't around to concentrate on the barrier.

"The Queen tries desperately to breach the barrier again, to no avail!" Mike declares. "As you step into the circle, you can just catch her turning back down the tunnel she came from!"

"We survived!" Dustin exclaims.

"Yeah, but we didn't get the artifact," Lucas points out.

"Considering it's in a Yuan-ti temple, surrounded by an entire colony, they're welcome to have it," Dustin retorts. "We'd need a literal army to get through that."

Lucas rolls his eyes, though silently agrees. Mike ends their session with a report to King Tristan, who is disappointed, but glad they survived.

"I'm beat," Mike says once he packs all of his equipment away for the night. "That took eight hours."

"It's not our fault you made it _impossible_," Lucas tells him, laying down on the couch where he'd been sitting.

"It wasn't impossible," Mike responds defensively. "You just decided to use your earthquake hammer inside their nest, instead of using stealth."

Lucas rolls his eyes again, and Dustin sighs, stretching out on his sleeping bag. Will sits contentedly, glad they'd been able to play just like normal. It's been too long since they were able to do that.

Once everything is put away, and the table is pushed to the edge of the basement, the boys lay out their sleeping bags on the floor. Thanksgiving break gives them plenty of time for a sleepover, which Will's mom had been almost overjoyed to hear about, trying to get Will back to some sense of normal again.

Still, laying in his sleeping bag in hand-me-down pajamas that are still a little too big for Will's body, he doesn't feel normal. He still has nightmares about what happened, and he can sometimes still feel the slime, and the dirt, and the cold on his skin when he thinks about it for too long.

His friends are a big help though, keeping Will sane through it all. They'd never given up on him, and as soon as he'd woken up in the hospital, they'd come charging in to see him. There's no way he could ever say thank you enough to them, for everything they've done.

He wishes he could show them though, that he could do something for them to tell them how grateful he is. Coming out of this terrifying experience had actually helped him, in some ways, with figuring out who he is, who Will Byers really is.

"Hey guys," Will says quietly, though it's clear to hear in the silence of the basement. He sits up so he can see them. "Can I tell you something?"

"Of course," Mike replies, sitting up on his bag immediately. "Anything."

"It's kind of personal, and I'm not really sure who to tell," Will continues nervously, looking down at his fingers. "So I thought you guys would be a good start."

"What, are you gonna tell us you finally lost your v-card?" Dustin jokes, sitting up as well. "Come on, Will, after everything we've been through now, you shouldn't be scared to tell us something."

"Dude, chill, he's just nervous," Lucas interjects, shooting a short glare at Dustin. "Take your time, Will, no rush."

Will nods, taking a few deep breaths to calm his nerves. Once he says it, there's no going back. They might stop being friends with him because of it, but Will has a hopeful spark in his chest that they won't. Three sets of eyes are on Will as he finally looks up at them.

"I'm gay," He tells them, short and to the point. "I don't like girls the same way I like other boys."

Will's heart races as he watches their reactions, threatening to burst out of his chest. All of their eyes go wide, and they all start to look back at him differently than they were a few seconds ago.

"That's, um, that's great," Mike manages to reply, grabbing at words to string together. "That you know, I mean."

"Yeah, really great," Dustin agrees, smiling at his friend, though Will can tell it's more strained than his other smiles. "Just don't let Troy know."

Lucas remains silent a little longer than the others, which Will takes great notice of, a vise constricting around his heart.

"When did you figure it out?" The boy asks when he finally speaks.

"After one of my sessions," Will answers, not sure how to read Lucas. "A few weeks ago, I think. I just haven't been able to tell anyone, until now."

"So we're the first ones you've told?" Lucas questions, to which Will nods. "Then thanks, for trusting us."

It feels like a hundred tons are lifted from Will's shoulders with those words. Mike and Dustin are both smiling at him, real smiles, like they always used to be. This is better than Will ever could have expected.

"Thanks guys, for everything," Will says, resisting the urge to tear up. "No matter what, I can always count on you guys, so thank you."

"You don't have to thank us, Will," Mike insists. "We're your friends, we've got your back, now and forever."

"Now and forever," Lucas and Dustin agree, not arguing for once.

Will grins at them, relief and joy blossoming in his chest and spreading to every inch of his body. He'd been so worried about telling them for weeks now, but it had all been for nothing, they accepted him like they always have.

"Guess you're gonna be losing a different v-card than the rest of us, huh?" Dustin jokes, only for Lucas hit him in the chest.

"Come on, man, we don't need to talk about that," He says, which promptly starts another argument between them.

Will's mind is already racing though. He has an idea for how to finally thank his friends, for everything they did for him. He can _show_ them, if they let him.

"I could...help you guys," Will murmurs, which gets them to listen again, if only to understand what he says. "Lose a different v-card."

For the second time, three sets of eyes widen as they stare at Will. The small boy tries to shrink smaller under their gaze, but doesn't look away.

"Are you being serious?" Mike asks, still trying to process the offer.

"That's a joke, right?" Lucas questions.

"Well if it is, your delivery needs work," Dustin adds, though he can't seem to look away from Will, still shocked.

"It's not a joke," Will tells them, shocking them again. "I've been trying to figure out how to thank you guys for helping rescue me, and so far this is the first thing that would mean enough."

"Woah, Will," Mike says, holding up his hands. "You know you don't have to thank us, let alone do..._this_."

"I know I don't _have_ to, this is just something I _want_ to do, for you guys," Will insists. "I'm alive because you guys never gave up on me, so this doesn't even compare to what I feel like I need to do."

The other three boys shoot looks at each other, none of them really knowing how to respond. None of them have any experience in this area, the most experienced one being Mike because he'd had the balls to kiss Eleven. This, though, this is beyond anything but fantastical daydreams to them.

"I kind of know what I'm doing," Will explains, getting their attention again. "I practiced a few times with a cucumber and a condom, so it's not like I've _never_ done it before. I've just never done it with another person."

The basement is silent for several long moments, Will fighting the urge to blush like a traffic light under his friends' stares. Eventually, Mike is the one to speak,

"I...I'm not sure how much you've really thought about this," He says delicately. "But as your best friend, I can't let you make stupid decisions without me."

The spark in Will's chest gets fanned by Mike's words.

"So you'll…?" Will questions, not completing the sentence, but they all know where he was going with it.

"Yes," Mike finally states, clearly and definitively. "I will."

The spark blossoms into a flame, filling Will with warmth once more. Mike still seems uneasy, but Will can see the genuine care in his eyes.

"Well, if Mike's in, then so am I," Dustin declares. "Can't let him always have _all_ the fun, right?"

"You guys are crazy," Lucas tells them, looking pointedly at them all, and then he sighs. "But I guess we all are now, so I'm in too. But this _never_ leaves the party, alright? We don't talk about it after tonight."

"Agreed," The other three boys say in unison.

"So…" Mike says, more than a little awkwardly. "What do we...do?"

"Well you need to take your pants off, for one," Will tells him, managing a nervous laugh. "And then, just leave it to me."

"Can we move?" Lucas requests before anyone does anything. "If anyone opens that door, then they'll see everything."

"Oh my god, if your parents see us, Mike," Dustin murmurs, his eyes going wide. "Or your sister."

"Don't put that in my head," Mike retorts, standing up. "We can go behind the stairs, then we have a safety window if anyone checks on us."

The other boys nod, some more uneasy about the whole plan than others. They quietly move from their sleeping bags to the lesser-used space behind the stairs.

"So do we stand, or…?" Dustin questions, looking at their smallest friend.

"Stand, it'll be easier that way," Will answers, a cloud of butterflies fluttering around in his stomach. This is more than he ever thought he'd be able to do, let alone with his best friends.

With a last breath to steady himself, Will pulls his pajama shirt over his head, dropping it behind him and trying not to shiver at the sudden loss of warmth. The other three boys around him soon follow suit, leaving them all in a shirtless circle, Mike and Will across from one another, and Lucas and Dustin facing each other.

Will fumbles a little with the strings on his pajama pants, his nerves making his fingers a little numb. Eventually though, he pants fall to the floor, the elastic long since given out, leaving Will naked before his friends. They're all taller than him, by half a head at least, or a whole head in Mike's case, so he has to look up to see their eyes.

Swallowing nervously, Will steps out of his fallen pajama pants, putting him only a few inches from Mike. He lowers himself onto his knees, putting his head about level with his friends' waists. Will tries to keep his breathing steady as he waits, not wanting to rush them into this.

Mike is the first to start moving again, the boys having been frozen as they watched Will strip before them. It's not like they've never seen each other naked before, it's just been a long time since then. With slightly shaking hands, Mike pulls down the waistband of his sweats, letting them pool around his ankles, revealing himself to the rest of the party.

The first thing Mike notices once his pants go down is Will's breath hitting him, a hot puff every few seconds. Then he sees Will's eyes, fixed on what had just been unveiled before him.

Lucas and Dustin soon follow suit, earning similar stares from Will as they do. None of them dare to speak, their eyes on Will, Will's eyes on them, but none of them looking at each other.

When Will's head starts to move forward, toward Mike, they all start to hold their breath, whether they notice or not. With less than an inch between his face and Mike's soft flesh, he closes the distance to kiss it, pressing his lips to the head. Then Will's tongue darts out, dragging across the skin like an ice cream cone. Mike's breath hitches at the contact and he tenses, starting to breathe once more when Will does it again, covering as much area as his tongue can reach.

Meanwhile, Will's hands reach out on either side of him, finding and wrapping around the other two packages under his care. Will barely hears the breaths they take, the blood in his ears rushing too loudly to make anything out.

He can feel all three starting to stiffen, Mike's more quickly than the other two. The hardening flesh finds its way into Will's mouth, where his tongue continues to work it over, tracing patterns known only to Will's instincts. Mike gasps when Will's lips close around the head, the sheer warmth sending a shiver up his spine.

Will continues his work diligently, his hands working up and down to cover the growing flesh. Mike continues to expand into his mouth, and Will doesn't move his head yet, keeping just his tongue in motion. It all works fine, until Mike hits his uvula, making Will abruptly stop his efforts to cough and splutter. He releases all three dicks at once, almost falling back onto his butt in surprise.

"Will, I'm so sorry!" Mike exclaims, kneeling to check on his friend. "Did I hurt you? Are you okay?"

Will nods, trying to cough the last bit of feeling out of his throat. He'd done that accidentally a few times during practice, when he tried to take too much of the cucumber in his mouth at once.

"Yeah, I'm fine," He says, clearing his throat again. "You're just...bigger, than I was expecting…"

Mike blushes hard at that, but has a strange feeling of pride in his chest. He's only about five inches, which is supposedly average, but now he feels like a real stud.

"Now stand up," Will orders, situating himself again. "Unless you're planning to join me."

Quicker than he's ever moved before, Mike is on his feet, which Will lets himself laugh at on the inside. All of his friends are fully erect now, Lucas about the same size as Mike, and Dustin maybe a half an inch smaller, if that. Not wasting another moment, Will starts up again, though now he shifts one hand to Mike, taking Lucas into his mouth instead.

Lucas groans immediately when the warmth of Will's mouth encompasses him, Mike looking a little jealous to have lost it, and Dustin wanting to know what it feels like more than ever. Will's hands pump up and down, Mike's slick skin making a slight sucking sound when he goes over the head. The bowl haired boy's head starts to bob, up and down along the first few inches of Lucas' flesh, which makes the boy throw his head back with another groan.

"Ah, fuck," Lucas groans. "This is awesome, Will."

The words spur Will on even more, bobbing and stroking faster than before, sending new waves of pleasure through his friends. This is exactly how he'd wanted his friends to feel.

Lucas is breathing heavily when Will switches again, giving Dustin his much anticipated turn. The curly haired boy groans even louder than Lucas had, which makes Mike nervous that someone will hear them.

"I don't know how much longer I can go," Dustin groans, wishing he could enjoy this moment a lot longer.

"Same here," Lucas agrees, Will's efforts having sent him further than he'd ever gotten on his own.

"I think I still have a little bit left," Mike says with his newfound confidence, though he's just as close as his friends are.

Will switches again, back to Mike, though he starts to go between them faster, trying to give them all what they really want. The scent of saliva is heavy around Will, and he probably has it all around his mouth now.

"When you guys are ready," Will tells them, letting Dustin's cock fall from his lips as he speaks, though he replaces it with a hand. "I want it all in my mouth, so try not to get it everywhere."

With that he takes Mike in his mouth again, sending more waves through his body.

"Ah, I'm there Will!" Dustin pants, his face scrunching up as he tries to hold it back.

"Ngh, me too," Lucas groans, stepping closer next to Mike to reach Will's mouth.

"I'm...gonna…" Mike moans, Will still going strong on him. "Cum!"

At the word, Will pulls back and opens his mouth, letting Mike's head rest on his bottom lip as it starts to blow. The first spurt flies clear over Will's mouth, splattering over his nose, right eye, and forehead. The second, just as strong, goes right in, quickly followed by a third, and then a fourth.

Just as Mike seems at the height of his orgasm, Lucas and Dustin finally reach their limits, Will's hands furiously jacking them off until they blow as well. Spurt after spurt of cum flies into Will's waiting mouth from all directions, until the boys finally run out, stepping back with heavy breaths to observe their friend.

Aside from Mike's first spurt, of a hearty six, almost all of it made it into Will's mouth, barring a little splatter around his lips. His cheeks glisten with saliva splatter, filled to capacity with sticky white cum. They can see Will's tongue swirling around in it, which is strangely appealing, until he closes his mouth.

It takes two big gulps to get it down, plus another after Will licks his lips clean. He shows his empty mouth to them, pink tongue sticking out. Will's shoulders rise and fall with each pant, his chest puffing in and out from lack of oxygen.

"That was…" Mike pants, having stepped back to lean against a table. "Amazing."

"I know you could only do so much," Dustin observes. "But once you get more practice in, whatever boyfriend you find is gonna be _damn_ lucky."

Will, still panting, face covered in cum and saliva, smiles at the compliment. The idea of someday finding a boyfriend is Will's most fervent daydream, and the one he knows is least likely to come true, especially here in Hawkins.

Then, because everything had been going _too_ well, the door opens.

"Michael?" Mrs. Wheeler calls, all eyes in the basement going wide.

"We're still here, mom!" Mike responds, quickly grabbing his shirt and pulling it over his head. "Just doing some D&D stuff!"

"Where are you?" She asks, taking a step down the stairs, sending panic through them all.

"We needed more space, so we went behind the stairs," Mike tells her, showing his face through the side of the stairs, praying his mother doesn't see that he isn't wearing pants.

"Well, your father and I are going to sleep," His mother informs him. "Try not to stay up too late, you guys still have school on Monday."

"We won't," Mike promises, anything to make her leave already. "Goodnight."

He curses himself silently, he never says goodnight to his mother, ever.

"Goodnight," She responds, not saying anything if she has suspicions.

With that she turns and goes back up the stairs, closing the door behind her. All the boys let out a heavy sigh they'd been holding back.

"That was close," Lucas says, sinking to the floor in relief.

"Too close," Dustin agrees, doing the same across from Lucas.

Will just nods, his mind still focused on his objective, and his blood filled with all kinds of chemicals because of it.

"If you guys still want to keep going," He murmurs, getting their attention again. "I'm ready when you are."

"There's _more_?" Dustin question disbelievingly.

"You mean…?" Mike asks, looking down at his still-kneeling friend.

"Yes," Will confirms. "There's nobody I'd rather lose it to, if you still want to."

"I'm not so sure about this," Lucas says. "Using your mouth is one thing, but this is more...personal. It just seems like too much."

"You don't have to do anything you don't want to," Will assures him. "But I'm going to offer, so it's up to you."

"Like I said, I can't let you do anything stupid without me," Mike responds, pulling his shirt off again. "So I'm in."

He doesn't say it, but he's also still really horny after what just happened, and seeing his cum slowly sliding down Will's face is a massive turn on for him. This is the best he's felt in weeks, thanks to Will.

"Give me a few minutes and we'll see," Dustin decides. "I don't know how Mike has so much energy, but I don't."

"It's been a while since I...you know," Mike replies, to which the other boys nod. That would explain why Mike had cum so much before, he's been saving it up.

"Well, whenever you're ready," Will informs him, somehow with even more butterflies than the last time.

"Don't you want to clean yourself up first?" Mike asks. "And is there anything we need to do? To, like, get ready?"

"Unless you have lube laying around somewhere, there's not much we need" Will responds, standing up. He tries not to blush under his friends' collective gaze as he walks to the bathroom, his dick standing as erect as possible in front of him.

Will closes the door behind him and lets out a big pent up breath. He'd just sucked three dicks at the same time, all belonging to his best friends, and now he's about to lose his virginity to Mike. Once upon a time this would have been everything he wanted, before he got stuck in the Upside Down. Ever since he started having crushes, he's had a crush on Mike, the single person in the world who's been able to understand him without needing to try. Mike could have just asked him to do this, and Will probably would have bent over the D&D table for him right then and there.

Now here he is, wiping Mike's cum off his face, still warm, and letting it rest on his tongue as he splashes water on his face. It tastes a little salty, but mostly it tastes like the way Mike smells, and Will almost doesn't want to swallow it and lose the flavor forever.

Compromising, Will starts his preparations for Mike, triple checking that he's as clean as he can possibly be. If he'd known this is where the night was going, he'd have showered much more thoroughly before. Still, reaching in with the toilet paper helps to stretch him out a little, until he can fit three fingers inside with only a little bit of stretch. He's the smallest member of the party, without contest, which he'd always assumed would mean he has the smallest penis and smallest hole. He's confirmed the former tonight, praying that he catches up once he hits his growth spurt, and he can only continue to assume the latter.

Mike's about the same width as the cucumber had been, aside from the head, so Will should be fine there, but he'd never gone more than two or three inches in, so this is definitely going to be an experience for him. Once he's satisfied with his preparations, he gives his hands a last wash to be sure, looks in the mirror again, swallows, and then heads back out to where his friends are waiting. Despite how long he'd been gone, Will's dick is still rock hard, and showing no signs of going down.

"Ready?" Will asks, going back to his spot by his pajamas.

Mike follows him, definitely nervous for what he's about to do. Will smiles at him before kneeling again, this time facing away from Mike, and then leaning down on his hands, presenting his butt to his best friend. Mike stares at it like it's some priceless artifact, not daring to touch it, or even breathe too hard in its direction.

"It's okay, Mike," Will promises. "You can touch me. You can do whatever you want right now, however you want to do it."

That's a lot of authority to give to someone no more versed in sex than Will himself, but he trusts Mike not to hurt him. Even if he does, Will might enjoy it.

With tentative hands, Mike reaches out to touch Will's butt, laying a hand on either cheek. Will's skin is smooth and unblemished, though there isn't a lot underneath it considering how skinny Will is. Everywhere Mike touches feels like fire, pure ecstatic fire that fills Will's veins and makes his mind devoid of all else.

Drawing on his new confidence, Mike grabs both cheeks, which makes Will groan, moving the cheeks apart to reveal Mike's goal. Will's hole is small and puckered, a little pink from the stretching he'd given it in the bathroom, and it flexes as Mike watches, as if inviting him in.

"You should really do something to lube him up," Lucas points out, breaking into Mike's sultry daze.

"Well I don't have any," Mike responds, keeping his grip on Will's cheeks. "So how do you propose I do that?"

"You could hack a loogie onto him," Dustin suggests. "Technically it's a viscous liquid, so it would help a little bit."

Mike's not so sure, trying to think of _any_ alternative, but no convenient ones come to mind. Will had said he could do anything, but still, this seems like going too far.

"Do it, Mike," Will murmurs, his eyes closed as he groans. "Just do it."

With permission granted, Mike does as suggested, though he still feels a little guilty when he does. It's a real monster loogie too, and he can feel Will shiver when it hits his sensitive skin. Out of reasons to stall, Mike positions himself closer to Will, resting his dick between Will's spread cheeks.

Something still doesn't feel right to Mike, though. If he's going to be Will's first, then he needs to do this _for_ Will, not _to_ him.

"Turn over," Mike orders, pulling back and letting go of Will's butt. "On your back."

Will complies, turning onto his back and looking up at Mike kneeling over him. This position is infinitely more vulnerable for Will to be in, and for some reason that makes it even better.

Mike's hands move to Will's knees, spreading his legs as wide as they'll go, then sliding down his thighs, and then under to grab his butt again, spreading his cheeks once more and lifting him just slightly.

"Just look at me," Mike tells him, leaning over his oldest friend. "I'm putting it in."

Will nods, wanting to wrap his arms around Mike's neck, but knowing that would be a little too much for the boy right now. He sucks in a sharp breath when he feels Mike's head at his entrance, the pressure growing as Mike starts to push.

Will starts panting once the head gets all the way in, bigger than the cucumber he'd practiced with. He grabs what little of the carpet he can, pressing his head back against it and gritting his teeth. His body wraps around Mike as he enters, tightly squeezing every bit of flesh like a vise. To his credit, Mike only gasps as he pushes in, enveloped in tight heat like he's never felt before. His vision swims as every single nerve in his body seems to fire at once, and he almost spills his second load immediately.

The first few inches are okay for Will, his practice having prepared him for that, but it's the last few that make Will moan his head off. Mike's hard flesh spreads his walls apart as they delve deeper inside of him, even as those walls constrict and flutter at the intrusion. If the rest of the house hadn't gone to sleep already, Will's sound level would have been a big problem, but as it is, it just makes Mike eager for more, wanting to hear those sounds again and again.

"It's all in," Mike tells him once his hips are pressed to Will's body.

Every single tiny motion Will makes sends waves through Mike, the walls of muscle surrounding him pulsing with Will's heartbeat, constricting with every twitch, and fluttering every so often when the muscles try to squeeze too hard. Already Will has a thin sheen of sweat coating him, sticking his hair to his forehead as he pants for breath, still adjusting to the intrusion in his rear entrance.

Something about seeing Will in this position, flat on his back and completely naked, makes Mike more turned on than ever. He has _complete_ control right now, over _everything_ that happens between him and Will. He can do _whatever_ he wants and Will won't say no. It's enough to give Mike a power high, new energy coursing through him.

Still, even with all the power in the world, he can't hurt his best friend. He waits patiently, still leaning over Will's body as the smaller boy adjusts. When Will finally opens his eyes again, his breathing starting to level out, the first thing he sees is Mike staring down at him with patient concern.

"I'm ready," Will pants, shifting some of his sweaty hair away from his eyes. "You can keep going."

Mike nods, starting to slowly shift his hips back, sliding out of Will until he's at the tiny entrance once again. As Mike does so, Will all but gasps as the pressure inside of him moves away. The cucumber had never done any of what Mike's been able to do in a single thrust, reach into his depths, fill him with fiery warmth, and then leave him yearning for more when he pulls out.

Then Mike starts to thrust in again, making Will groan and press his head back into the floor. As the rhythm of their bodies start to take hold, so too does their song, Mike's grunts and heavy breaths mixing with Will's panting groans and gasping moans. Lucas and Dustin watch, mesmerized by the display before them, and at least a little horny again because of it.

Will shifts and shimmies his body under Mike's, angling his hips up so Mike can reach even deeper inside of him. Mike shifts his grip, from Will's butt to hooking his arms under Will's legs, pulling Will up a bit with each thrust to make it just a little more forceful. Every impact from Mike's hips draws another ecstatic cry from Will's lips.

"Mike!" Will moans, his body rocking back and forth from the force of Mike's thrusting, which only seems to get harder and faster as they continue. "Mike, I'm so close!"

Will's cock is practically dripping with pre cum by now, a little trail of it running to his belly button. Even if Will had wanted to stop it, the flesh twitches sporadically, begging for a release.

"Me too," Mike says through half gritted teeth, not letting up in his thrusting. It's like every time he thrusts in, he gets a new surge of energy. It honestly feels like he could go for hours without stopping, whether he has anything left to shoot or not. "Let's cum together, Will."

It takes all of Will's self control not to reach up and jack himself off. This is Mike's reward, so it's Mike's decision if Will gets his release right now.

When Mike's hand wraps around Will's hard four inches, though, it's too much for the poor boy's sex addled brain. The sudden surge of stimulation sends Will over the edge.

"Mike!" Will exclaims as he explodes, massive bursts of cum shooting onto his stomach and chest. The first one, however, comes out with so much force that Will nails himself in the face, right between the eyes.

As Will unleashes his pent up load, all of his muscles surge, sending Mike's brain leaping over the same edge Will's just had. With a last hard thrust, pulling Will toward him at the same time, Mike hilts himself inside his friend, pouring his second load straight inside. Everything drains out of him and into Will, cum and energy alike, until Mike can't seem to hold himself up any longer.

First Mike falls back onto his butt, abruptly pulling out of Will as he does so, and then collapses onto his back, all his energy spent. He lays there, chest rising and falling as he takes massive breaths, covered in sweat. Will is almost exactly the same, if not even more exhausted, still panting furiously.

"That was...intense…" Mike pants as blood finally starts to flow through his brain normally again. "Incredible...but intense…"

"Are you okay, Will?" Dustin asks, going to check on his friend.

Will just nods, not ready to say words yet. He has cum everywhere, most of it his own, which he can feel dripping down from his stomach to his sides, and threatening to get in his eyes.

He can also feel the heat that Mike had shot into him, sitting inside of him with no intention of leaving, though with how rough Mike had been, some of it might leak out by accident.

"Lucas went to take a quick shower before going to sleep," Dustin informs them. "I'm gonna go after him, and you guys should probably shower too."

Again Will nods, and Mike manages to sit up, taking a few moments to survey his handiwork. Will's skin is different shades of red and pink where he'd been thrusting against it, and his butt has two distinct red hand prints from how hard Mike had been grabbing. It's Will's hole, though, that takes the cake.

Where once it had been tiny and puckered, now it's red and raw, sitting open enough to get a finger or two in with ease. Sticky white fluid slowly leaks out of it, travelling down Will's flesh and disappearing between his cheeks.

"Oh, and I guess you guys win the bet," Dustin says after another few moments of silence. "So it looks like Lucas and I owe each of you a comic book."

"What bet?" Mike questions, finally starting to breathe normally again.

"From sixth grade?" Dustin answers, as if it should be obvious. "We made a bet, that whoever lost their v-card first would get a comic from each other party member. Since you and Will technically lost your virginity at the same time, that means you were both first."

Mike nods, though his thoughts are still on the image of Will, now seared into his memory. It had been exhilarating, more than any arcade game, and it hadn't cost him a single coin.

When Will finally tries to push himself into a sitting position, he immediately regrets it, flopping back onto the floor.

"I'm not gonna be able to sit down for _days_," He groans, gingerly touching his butt as if it might help.

"Sorry about that," Mike apologizes sheepishly. "I guess I got a little carried away."

"It's fine," Will assures him, trying to relax again. "I knew this might happen, I just thought it would be because all of you took a turn."

"Yeah, no, I'm good," Dustin interjects. "No way am I trying to follow _that_ up."

Will nods in understanding, silently grateful. The soreness is already starting to set in, and he can only imagine what it'll be like tomorrow morning.

Still, he's not a virgin anymore, and neither is Mike. The boy he's had an unrequited crush on for as long as he'd had crushes had just taken his virginity, and Will had taken his. It's everything he could have hoped for.

Dustin goes in the shower after Lucas, who gives Will and Mike a quick nod before going to sleep, leaving the two still sitting on the floor amongst their discarded pajamas. Will can't seem to meet Mike's eyes, though Mike can't seem to look away from Will now.

"Did you enjoy it?" Mike finally asks, shifting to sit right beside Will. "I mean, it was amazing from my end, but was it good for _you_?"

Will nods, blushing a little.

"I really liked it," He says quietly. "If I had to lose my virginity to anyone, I'm glad it was you, Mike."

"Like I said, you're not allowed to do stupid things without me," Mike replies. "It's my job as your best friend, especially with how shitty everyone else in Hawkins is to you."

"Thanks, Mike," Will responds, and then reaches out to take Mike's hand. "If you ever want to, you know, do it again...I won't say no."

This time it's Mike's turn to blush, and he doesn't quite know how to respond. He's never really thought about Will that way, at least not until today. Up until now, the only person he's ever _really_ felt anything for was El, but now she's gone. He still has hope in finding her, though, in being together again, and this…

Well, who's to say that Mike and Will can't have a little fun along the way? They'll still be best friends, just like always, they'll just have a few more benefits than before. Lucas and Dustin never even have to know about it, especially if their hesitation tonight was any indicator.

"I'm not looking for a relationship," Mike tells his friend, and Will's face falls. Mike squeezes his hand. "But I'm not opposed to friends with benefits."

Will's face lights up like he just got an early Christmas present, just as Dustin leaves the bathroom to go to sleep.

"Night you horny ass dorks," He murmurs before passing out.

Mike looks down at Will again, and then at the bathroom.

"I think we could start now," Mike suggests, standing and offering Will a hand up.

Will takes it, letting Mike pull him to his feet. As they walk to the bathroom, Will is slightly bow-legged, trying not to let anything rub against his raw skin. Mike tries to show some kind of guilt over it, but mainly feels a sense of accomplishment.

Mike closes the door behind them, the shower hiding the sounds of their latest benefits from their other friends. He definitely breaks his promise to his mother, because they're up for hours more, getting acquainted in ways they never would have thought possible before tonight.

The best night of their lives.

* * *

Well, I hope you bunch of horny nerds liked that. If you did, or if you got off to it, you best be hitting those favorite/follow buttons.

Want to know who requested this? Well, tough nuts, I don't put names on smut requests, so unless someone requests something in the reviews with their username, don't expect to ever know who wanted what.

Experimentation happens at many ages, and I'm willing to write it so long as the experimentation doesn't involve a much older character. Boys especially shouldn't feel so afraid to experiment with each other, but it goes for everyone trying to figure out their sexuality. Finding out what you like and don't like doesn't force you into a box forever, it's finding out what your preferences and boundaries are. So long as everything is consensual, experiment away. Just remember, rape is wrong and consent is key

Will I have any future one-shots of Mike and Will fucking? Of course I will, Mike is a bisexual disaster and Will is his gay bottom best friend. I might even get El in on that later on, cause she'd be verse as hell. She could top the fuck out of both of them and they'd love it, or she could be a submissive bottom who wants to try _all_ the kinds of sex there are. The possibilities are endless.

If you have any kind of fucking you want to read, send me a prompt. I'll do vanilla to hardcore, and I'm open to just about any pairing (with my previously stated restrictions). Will it come out quickly? I don't know, that depends entirely on whether I have time to write or not. If I do, you'll get another chapter. If I don't then you won't hear from me. Have a nice life.


	2. Finally Alone

I'm back again, much sooner than expected!

Y'all are some horny ass mother fuckers, with the number of prompts I've gotten since I posted the last chapter, and there're some freaks among you (you should see some of the PMs I got). There's a wide range coming at you in the future, from vanilla to hardcore stuff, and all kinds of kinks.

I'll clarify my list of things I won't do: no rape, no big age gaps, and no bodily excretions/fluids other than cum and saliva. Other than that it's mostly a case-by-case basis what I'm ok with doing, but I'm pretty open.

You're not here for my life story though, you're here to read some smut, so I'll put that after.

Prompt: Max and Lucas finally manage to get some time away from their friends and families

* * *

"Where are we going, stalker?" Max asks for what must be the twentieth time since they left.

"You'll see in a minute," Lucas assures her, guiding his bike through the bushes and plants around them, Max doing the same a few feet behind. "It'll be worth it, just trust me."

Max rolls her eyes as she lifts her bike over a root. This had better be good, it's taking enough of their date time to get there. The first chance they have to be alone in three weeks, and here they are traipsing through the woods.

Their parents think that they're going to the movies with Mike and El, which had been the original plan, until Lucas said he wanted to go somewhere alone. Wanting a little privacy of her own, Max had agreed, and they'd gotten Mike and El to cover for them if they have to.

All of Max's complaints die in her throat when she sees their destination, a secluded lake, with grassy shores, and the sun setting across the water. It's beautiful, with all the red and purple hues reflecting off the gently shimmering water, and the soft sounds of birds in the distance.

"So, do you like it?" Lucas asks, a hint of nervousness in his tone.

Max turns her gaze on him, and the knot in Lucas' stomach gets tighter. There might still be time to get something to eat if they leave now, and then Max might not dump his ass for bringing them all the way out here.

"I love it," She says after a few moments of anxiety. Lucas' tension evaporates at her words, and a grin breaks out on his face. "It's beautiful."

"Yes, you are," Lucas murmurs, and then his eyes go wide. He'd meant to say that in his head, not out loud.

"Getting mushy on me, stalker?" Max questions, a small smile on her face. "Gonna turn into Mike now?"

"God no," Lucas responds, shaking his head. "Come on, I brought a blanket."

He props his bike against a tree before taking her hand. Max does the same, and lets him pull her closer to the water. He shrugs off his backpack, pulling out a folded up picnic blanket. As he starts to lay it out, Max can't help but peek into his bag, curious what else he'd brought.

"Big plans for tonight?" Max inquires innocently, getting Lucas' attention again.

The boy's eyes go wide when Max pulls a condom out of his backpack, and he drops the blanket to try and grab it, but Max keeps it out of reach.

"Is this why you brought me out here?" Max asks, putting a hand on her boyfriend's chest to push him back. "Show me some nice scenery and try to get to home base?"

"It's not like that," Lucas insists, still trying to snatch the condom back. "I just wanted to be prepared."

"Yeah, let's go with prepared," Max replies, smirking. "Why don't you kiss me first, and we'll see where it goes."

Lucas freezes in his attempts, taking a moment to process what Max had just said. She gives him a look to hurry up, and he finally takes the hint, leaning in to press his lips to hers. Max moves her arms around Lucas' neck, pulling him a little closer.

"I've been waiting too long for that," Max whispers to him when they break for air. "We need to be alone more often."

"Did you get new lip gloss?" Lucas questions, which makes Max laugh.

"You're a doofus, you know that right?" She responds, and then kisses him again. "What flavor?"

"Cherry," Lucas answers immediately, earning another kiss. "With a little vanilla mixed in there."

"Very good," Max says, and then lets go of him. "Now how about you set up that picnic blanket, unless you'd rather stand?"

Lucas doesn't need to be told twice, quickly unfolding and laying out the blanket. It's more than big enough for them both to fit on it, sitting or lying down, and Max takes off her shoes before doing so. She pats the space next to her for Lucas, who removes his shoes at the speed of light before joining her.

With the setting sun shining down on them, Max pulls Lucas in, starting a fierce battle between their lips. After a little while, Lucas tentatively touches Max's lips with his tongue, and she meets him in kind, starting another duel.

As their battle progresses, and the sun sinks ever lower on the horizon, Max takes the initiative, pulling Lucas over and onto his back. She straddles his hips, looking down at him with a smile he knows all too well.

"It's your lucky day, stalker," She pants, out of breath from their extended lip lock. "Since you came prepared and all."

Max slides her hands under Lucas' shirt, feeling the smooth skin as she pushes his shirt up. Lucas helps her get it over his head, and she captures his lips again once it's off. Not wanting to break her rhythm, which he can sync with much faster now than their first time, he puts his hands on her waist. As she starts to move, trailing light kisses down his neck, and leaving a nice hickey on his collarbone, Lucas keeps his hands steady, gradually sliding Max's shirt up as well.

A couple times, Max has to flip some hair out of the way, but thankfully she'd put it into a ponytail this morning. She makes her way down Lucas' chest, and then his stomach, slow and steady the whole way. Just before she reaches his waist, she has to stop to get her shirt over her head, Lucas tossing it next to his, leaving her in just shorts and a bra.

"Like what you see, stalker?" Max asks, catching Lucas staring.

Lucas just nods, knowing he'll say something stupid if he speaks. Max knows this too, smirking at him as she undoes his belt. She can feel him through the fabric already, just waiting for her to play. Once the belt is off, and the pants unbuttoned, Max starts to pull them off, having to dismount to do so.

"I see you're excited," Max observes, the elastic of Lucas' underwear straining against his erection.

"You're just too sexy," Lucas complains jokingly, which makes Max laugh again.

"Compliments will get you everywhere," She tells him in the same joking tone. "In fact, I think you've earned a prize."

As if Lucas hadn't been mesmerized enough, Max starts to unhook her bra, and Lucas' poor waistband has to strain even harder. Max tosses it onto the messy pile of clothes, freeing her breasts to the world, and to Lucas specifically. While not particularly large, they're just about the same size as her boyfriend's hands, which is perfect enough for them both.

As Lucas continues to stare, Max hooks her fingers through the waistband on his underwear and pulls them down, freeing Lucas as well. His length stands at full attention, curving up toward his stomach, and Max smiles. It may be a myth that all black guys naturally have bigger dicks, but Lucas definitely does. Seven inches of flesh, all waiting for Max to do whatever she wants. When she wraps her hand around it, her fingers just barely meet, and Lucas groans at the contact.

"I know it's been a while," Max says, repositioning herself between Lucas' legs. "Did you wait for me? Or did you just _have_ to rub one out?"

"I did it a few times," Lucas answers honestly, even as Max's touch sends fire through his veins. "But not in the last week."

"Oh, so you _were_ being hopeful tonight," Max responds, starting to move her hand up and down, making Lucas groan again. "Prepared, as if."

"S-sorry," Lucas manages to say, but his mind is fuzzy. He's been needing this for three weeks now.

"I'm not sure if you deserve it," Max continues, keeping her pace agonizingly slow. "So why don't you ask?"

It takes all of Lucas' will not to buck his hips into Max's grip.

"Please, Max?" He manages to groan out, but that's not enough, Max's hand coming to a stop. "Will you please suck my dick?"

"That's better," Max tells him, starting her hand up again.

She leans down over him, taking in his magnificent size once again, and then licks up from base to tip, leaving a shining trail of saliva behind. Without a second thought, she takes the head into her mouth, working it all over with her tongue. When her tongue digs into the slit at the tip, Lucas groans loud, pressing his head back onto the blanket.

"Just you wait," Max says, pulling back and letting both hands take over for a moment. "I've got something special for you this time."

Lucas nods, too lost in glorious feeling to respond. Max gets right back to business, moving one hand to Lucas' balls while she sucks on the first few inches, her head bobbing up and down with the ease of practice. The setting sun lights up her hair like a fiery halo, which is half of what Lucas can consciously perceive right now.

It's when Max starts to go lower that Lucas comes back to himself. Usually Max can only get the first few inches in her mouth, which has been more than enough for Lucas thus far. Now Max is taking more, until Lucas can feel his tip hit the back of her throat.

Unlike the last time this had happened, months ago when they'd first started being intimate with each other, Max doesn't start coughing and spluttering. Lucas' vision swims as she goes even further, his flesh delving down into her throat. It's the tightest place his dick has ever been, and the explosion of feeling almost makes him shoot his load then and there.

Lucas manages to keep a grip on himself, not wanting to blow too quickly after so long. It's hard though, seeing fat drops of saliva running down from Max's mouth as the inches of flesh disappear inside of her. The image of her turning her eyes up to look at him once her nose touches flesh will be engraved in his memory forever; a fiery sex goddess engulfing every inch of him at once.

He finally loses his grip when Max coughs, sending vibrations throughout his body that he can't stop. His cock starts to pulse as he blows his load, Max pulling off as she coughs again. It's faster coming out than going in, but most of Lucas' load shoots down her throat and straight into her stomach, catching only the last spurt in her mouth as she gasps for air. Lucas goes slack, fighting to stay conscious after the sheer nirvana he just experienced.

Max takes a few seconds to breathe, having done all of that on one breath. She'd pushed through, thanks to the practice she'd done, but she'd also been about to pass out if she didn't get some air in her lungs. Even still, she'd managed to get all of it, so her weeks of practice have finally paid off.

"That was...incredible…" Lucas pants, breathing heavily.

"Glad you liked it," Max replies, her breathing starting to level out. "Mind returning the favor?"

It takes a few seconds for the words to register with him, which Max is well used to by now, and then she would swear he blushes. The last few rays of sunlight are starting to fade, and without the moon it's getting harder to see each other, but Lucas definitely blushed.

"O-of course," Lucas says quickly, realizing he hadn't responded.

Max lets herself smile internally at her doofus boyfriend. He might be an idiot sometimes, but at least he gives back. She stands, unbuttoning her shorts and letting them fall to the ground, kicking them over to their pile of clothes. Once again, Lucas stares up at her, now clad only in her lavender colored panties, which have a wet spot darkening the front.

As he watches, Max slowly slides them down, enjoying the mesmerized look he has as they fall to her ankles, soon joining the rest of their clothes.

"Amazing…" He murmurs, probably another thing he meant to say in his head, but Max blushes all the same. It's definitely gratifying that he always seems infatuated every time he sees her naked.

"Like what you see?" Max asks, kneeling down by his head, getting another nod.

"You look beautiful," He tells her, tentatively reaching out to touch her side, sending a tiny shiver down her spine. "Like a goddess."

Max resists the urge to roll her eyes. He always falls back into his D&D mindset when he doesn't know what to say, and sometimes it's cute.

"Well, this goddess has a quest for you," Max whispers, leaning down to kiss him again. "She needs your help."

"Anything you need, m'lady," Lucas replies with a smile that makes Max's heart flutter, though she won't tell him that.

With that, Max swings her leg over his chest so she's straddling his head now, baring herself to him in full. Lucas' first response it to lean up and kiss her, sending another shiver through her, this time stronger.

"Here we go, hero," Max murmurs, lowering herself the last little bit to his mouth.

Almost immediately, waves of electricity surge through her, Lucas' tongue exploring her flesh with curious vigor. Max can't contain the whimpers and moans that come from her throat, reaching down to hold Lucas' head. She'd also caved and masturbated in the last three weeks, but nothing she can do to herself can compare to how it feels when Lucas does it to her. It had taken a little training for him to get it right, but now he knows _exactly_ what he's doing.

When his tongue finally delves _into_ her, Max lets out a massive moan into the rapidly darkening night air, glad that this place is so far from any other people. Lucas knows just where to go to make Max moan and scream, bringing a deft hand in as well to play with her clit. His other hand grips her thigh, which feels just as good amongst everything else, and the pressure it constant.

It doesn't take long for Max to be a panting mess, which just goes to show how long it's been. Normally it would take much longer for Lucas to get her nearly this far, but either he's gotten better, or her tolerance has gone down.

It's probably the second one, but _god_ does it feel good.

Max whimpers a little when Lucas' hand leaves her thigh, only to let out a startled moan when his finger lightly brushes against her back entrance. He doesn't do more than ghost around it, but it makes Max's blood run quicker just because he _could_ do more, and she probably wouldn't stop him.

Pretty soon, the constant assault on her sensitive nerves is too much, and Max digs her fingers into Lucas' short hair. A massive moan rips from her throat as her muscles flutter, her whole body tense, until she finally falls to the side, her leg still draped over Lucas' chest. They're both breathing heavy, for different reasons.

"Did m'lady enjoy herself?" Lucas asks between pants, giving his girlfriend a cheeky grin.

"Oh shut up, dork," Max groans, still catching her breath. "...but yeah…"

She adds the last part more quietly, and Lucas almost doesn't hear, but he takes great pride in it. Like Max had said months ago, any dumbass with a dick can have sex, but being good at it takes practice.

And boy, have they practiced…

Lucas shifts her leg off of him so he can roll over top of her, propping himself up on his arms, his legs between hers. Lowering himself like a push up, he kisses her flushed cheeks, and then her lips.

"Want to keep going?" He asks quietly, happy whether they do or not.

"Tired already?" Max retorts, smiling up at him. "I thought you were prepared."

"I could never prepare for you," Lucas tells her. "Cause every time we're together is like falling for you all over again."

Max rolls her eyes, but still blushes a nice dark crimson to match her hair. Lucas kisses her forehead this time before sitting up, going to grab his backpack, until he remembers.

"Where'd you put the condom?" He asks, looking around the blanket

"Back pocket," Max answers, enjoying seeing Lucas scramble over to their discarded clothes, even though she can barely see the three feet away in the dark.

The sound of plastic packaging tearing is Max's only signal that he found it, and when he comes back, his impressive length is clad in a latex barrier. He may have called her a goddess before, but he's looking pretty godly himself.

"Finally ready?" She teases, but moves her legs apart all the same, inviting her boyfriend to come closer.

Despite what they've already done, Lucas' response is an incomprehensible sound and a nod. So much for being a god.

Lucas lines himself up, his eyes flicking back and forth between the task at hand and Max's face, making sure she's still into it. He manages to miss her rolling her eyes at him, but it quickly disappears when the head pushes into her folds.

Max groans as her insides get spread apart, inch after inch of molten flesh filling her up. It had been easier when they first started, before Lucas' dick had finished growing, when it was thinner and shorter. Still, she'll gladly take whatever Lucas gives, even if it doesn't fit all the way inside. It had been quite an experience discovering that Lucas could, in fact, reach back to her cervix, though not an unpleasant one. The orgasm she'd had then had lasted longer than any other, like her whole body was vibrating and melting.

The pressure starts once Lucas goes as far back as he can, still an inch or two from hilting himself. It elicits a sweet groan from Max, the first of many to fill the night air. Encouraged by Max's response, Lucas pulls back, starting his rhythm slow, steadily hitting her cervix each time, and building up the pace as he feels it out.

Every time he impacts, Max groans, and every time he pulls out, Max pants, like an ecstatic melody meant for his ears alone. Once he's set in a comfortable rhythm, not too fast or too slow, but just the way she likes it, he leans over her again, starting to grunt with exertion.

Almost unconsciously, already lost in sensation, Max wraps her arms around Lucas' neck, her toes curling into the blanket. She actually screams when Lucas touches her clit, her whole body tensing from stimulation overload.

Lucas leans down to kiss her, succeeding for only a few seconds at a time as Max moans, and they both desperately try to get enough air. The normally quiet lake certainly isn't tonight, filled with the sounds of two much louder creatures fulfilling nature's basest desire.

With every nerve tingling, and Lucas' hand not letting up on her clit, it doesn't take long for Max to cum again, clamping down around her boyfriend, though it doesn't disrupt his rhythm in the slightest. He's had enough practice to know that Max isn't finished yet, and that if he stops and lets the ever-building pressure off her cervix, she'll be pissed.

For her part, Max is barely aware of the world around her, all of her senses focused on what's happening in her lower body. Wonderful friction changes directions every few seconds and the pressure just beneath her stomach keeps her wanting for more. It's like an itch that's just barely out of reach, one that she _needs_ to scratch before she goes crazy. The high of her orgasm is miniscule compared to it, like comparing a spark to a lightning bolt.

With every impact of Lucas' latex clad head against the depths of her person, it brings her a little closer to the sweet release she needs. Every hit knocks a drop of water from behind her reservoir, but she needs the wall to come down.

In a last desperate attempt to fulfill her singular desire, Max wraps her legs around Lucas' waist, pulling him into her as he thrusts. With a last powerful moan tearing from her throat, the pressure finally bursts, cascading through her body in waves. Unlike her last two, this climax lasts and lasts, making her whole body tingle as every conscious thought vanishes from her mind.

As Max's body writhes in ecstasy, it's finally too much for Lucas to handle, his second load gushing into the condom, which swells like a balloon inside of Max. He's left panting for breath, his vision swimming as he pours out everything he has left, watching Max's eyes roll back in her head. By the time Max has any sense of herself back, Lucas is long past his climax, watching with great personal pride as his girlfriend rides out the high he'd given her.

"Better than the movies?" Lucas asks once her breathing becomes more regular.

Max just nods, too out of breath to speak. As they lay there, just looking at each other and breathing, they start to notice the growing chill in the air, sending shivers down their spines when the wind blows against their sweaty bodies.

"Bet we had...a better date...than Mileven…" Max pants after a few minutes, finally releasing Lucas from her embrace.

Lucas laughs a little as he sits up, pulling out at the same time. The condom is very full, but still very much intact, and makes a slight squelching sound when he removes it. He goes to tie it up, but Max puts a hand on his leg, forcing herself to sit up a little.

"You're not gonna throw out my snack, are you?" She asks, giving him her best doe eyed look. It's a wonder he doesn't get a nose bleed with how fast blood rushes to his face, though he does half choke on his next breath.

Max makes a big show of taking the condom from him and tipping it into her mouth, the thick white cum oozing out like a sticky waterfall. Lucas gulps when she swallows, which she definitely notices.

"If you think that was good," She says, coming closer and putting her arms around his neck again. She leans in close, ghosting a kiss on his cheek before whispering in his ear. "Just wait until next time…"

* * *

If you got off, follow, favorite, and drop a review!

I set this in the summertime of 1988, which would be after the party's junior year, so do with that information what you will. There will be more Lumax in the future, especially since Max has a special surprise for Lucas and his horsecock.

About the author: I am bisexual, and have experience with both straight and gay partners (am I a man or a woman, who knows? Does it really matter though?). I identify as verse, but tend toward being a top (whether that's because of my partners or if I'm just too aggressive, again, who knows and who cares?). Beyond that context for my experience and preferences, nobody needs to know but me.

I've also decided that I'm going to include the next prompt at the end of each chapter, just so y'all can wonder what I'm going to do with it, and so you can decide ahead of time if you're gonna hold your breath to read it (inadvisable regardless, updating this quickly is a complete fluke, so you'll suffocate long before it comes out).

Upcoming Prompt: When the boys have a sleepover at Will's, Mike can't sleep and interrupts Will's pleasant dream

This will be a partial continuation of the first chapter, with an open Byler sexual relationship, but it's usually better to assume all one-shots in this collection take place in independent universes that don't relate in any way. I'm just very partial to Byler, and to a Mileven/Byler mix, because as I've already stated, Mike is a bisexual disaster, Will is a gay bottom, and El is an open canvas with endless possibilities. It seems like y'all share my love of Mike, El, and Will, because most of the requests so far focus on different combinations of them.

If you have a prompt, send it by review or PM (I also accept carrier pigeons, but only on the third Tuesday of every other month)!


	3. Sleepover

Mothers and fuckers of the internet, welcome back!

I hope you're ready for another smutty one-shot, cause that's all that I post here. If you're looking for anything else, I'm surprised you've made it to chapter 3, but you won't find it here. This chapter is pretty straight (ha) forward in terms of kinks, just some pretty normal gay sex going on (assuming I've been doing it the "normal" way at all). Per the prompt description (not the word for word prompt, you're allowed to give me more details), I develop the Byler relationship more in this one and set them up to explore some much more wild and crazy things in the future.

Setting wise, I'd put this during spring break, which for me always ended up being in march when it was still fucking cold out, so their's is too. It's about four months after the events of Thank You (the first chapter, if you haven't noticed that I took the time and effort to title them, you horny mother fucker), and Mike and Will have continued their friends with benefits relationship is ways you'd never have expected.

Prompt: When the boys have a sleepover at Will's, Mike can't sleep and interrupts Will's pleasant dream

* * *

"At this rate, we're not gonna be able to start until tomorrow," Dustin complains as Will looks through his Player's Handbook again.

"It's not my fault that neither of you want to take any healing spells," Will retorts. "So unless _you're_ planning to make a cleric instead, you have to wait."

"Still, it's been almost an hour already," Dustin persists, laying back on the couch in Will's living room.

The boys had just finished their latest Star Wars marathon, and Dustin had really wanted to get their campaign started before they have to go to sleep. Unfortunately, Mike had pulled his DM-PC, claiming that he has too many NPCs to play in this campaign to act as a player as well, which had led to the boys drawing straws on who had to change classes to get some better healing spells.

Will just so happened to draw said straw, and has been creating a new character for the last hour, continuously moving back and forth between the guide books and asking Mike questions. So far he's created the basic form, with a name and divine domain chosen, as well as a custom deity Mike let him create, which Will had named Mikos. Now he's finding a background and attempting to create a backstory, at which point they'll be ready to go.

Lucas and Mike play a lazy game of rock-paper-scissors as they wait, neither one eager to jump in and get snapped at by their friends. Mike could probably do it with Will, but only for reasons Dustin and Lucas aren't privy to, and he's not going to reveal that to them anytime soon.

"Alright, I think I've got it," Will says a few minutes later. "I'm a Folk Hero, from White Hearth in the north. I only ever wanted to continue my family's farm, but when a white dragon threatened my village, my father was the only one who refused to give up his harvest to it. It killed him, and it tried to kill me, but Mikos intervened and blessed my arrow, killing it instantly. Ever since I've been indebted to serve as his cleric and enact his will on the world."

"Wonderful," Dustin agrees. "Can we start now?"

Mike and Lucas both shrug, sitting up and gathering their things again. Mike clears his throat to start reading the plot hook, only for Mrs. Byers to walk in.

"Alright guys, time for bed," She tells them. "I have to be at work early tomorrow, so I need some quiet to go to sleep."

Dustin's shoulders slump. They were _so_ close, but the universe just _had_ to throw a wrench in his plans.

The other boys aren't as bothered, welcoming the reprieve from Dustin's complaining, though he'll probably complain even more tomorrow. They put their stuff in a pile on the coffee table for the morning, stretching when they stand up. Will goes to change in his room before they all go in there, and Mike sneaks into the bathroom first to brush his teeth. Dustin tries to complain to Lucas again, but gets definitively ignored.

Lucas takes Mike's place in the bathroom once he finishes, and Mike goes to Will's room to change. Will is pulling the covers back on his bed, three sleeping bags haphazardly strewn on the floor around it. Will smiles when he sees his friend, his very _special_ friend.

"Don't listen to Dustin, he's just complaining so he'll have something to do," Mike tells him, kneeling by his bag and taking his sweats out to change into. "I'm sure you're cleric is gonna be great."

"Of course he is," Will responds with a shy grin. "He worships Mikos, and I based Mikos on you, so what could go wrong?"

Mike raises an eyebrow at that comment, which makes Will blush.

"You're not trying to sway the dungeon master, are you?" Mike questions, standing up to his full height, which is still several inches taller than Will, forcing the boy to look up when Mike steps closer.

"How could I?" Will responds innocently, though his blush only gets deeper. "He can already do whatever he wants with me."

He says the second part at a whisper, just loud enough for Mike to hear, which makes the taller boy blush just as furiously. The two have continued their friends with benefits relationship in the months since that first night, but they're both still awkward teenagers.

"Yeah, well, I'm sure Mikos is glad you have you," Mike says, stepping back with a cough. "I know I am."

Mike whispers the second part as well, looking away from his smaller friend. When he does, he misses the tent that starts to form in Will's pajama pants, which he quickly adjusts his waistband to hide, blushing like a traffic light.

"I'll, uh, be in the, uh, bathroom," Will replies, racing out of the room and into the bathroom just as Lucas is coming out.

Mike manages to change before Lucas comes in the room, and then waits in the hallway. Dustin paces outside the bathroom door, impatiently waiting for Will to be finished.

"I swear, how badly could he need to go?" The curly haired boy complains. "He has the bladder of a squirrel, he's gone almost every three hours since we got back here today."

"He is the smallest one of us," Mike points out. "Stands to reason he'd have the smallest bladder."

Dustin huffs at Mike's logic, still pacing. Lucas joins them in the hallway a few moments later, sharing a look with Mike at Dustin's irritability.

"Finally!" Dustin exclaims when Will exits the bathroom, taking his turn.

"What's his problem?" Will asks, seeing his other friends standing outside his bedroom door.

"If we knew, we'd tell you," Lucas assures him, shaking his head.

The three boys go to get settled, Dustin coming back for his pajamas that he'd forgotten as they lay out their sleeping bags with more care than before. Will, of course, gets to just climb into his own bed, with real covers, which is also why he can stand to wear sleep shorts and a t-shirt instead of sweats.

Dustin is the last one to come in, so he turns off the lights, quickly getting into his sleeping bag before his feet get cold. Despite his moodiness, he's the first one to fall asleep, lightly snoring every so often, but not enough to wake his friends. Will all but passes out once the lights turn off, curled up under his covers. Lucas goes soon after, tired from dealing with his friends all day long.

Mike, however, can't seem to sleep. He tosses and turns on the floor, but just can't seem to find any position that invites sleep to him. His mind is still filled with dozens and dozens of thoughts, about school, about spring break, about D&D, and especially about Will.

They've had their secret relationship for about four months now, and it's been absolutely incredible for Mike. He just hopes Will is getting as much out of it as he is, especially since the smaller boy always seems so eager to please, even in public, yet so shy to get anything in return. More than once, he's offered to switch places with Will, just so Will can see if he likes it, but the boy has been adamantly against it for some reason.

Mike likes to believe he's gotten pretty good at it since they started, learning all the little things about Will's body that make him moan, and pant, and even scream if Mike does them correctly. It's mesmerizing sometimes, to watch Will's body without any clothes to cover it, follow every soft line and curve, and see how his skin stretches or folds when he moves. And when that soft, smooth skin is flushed and sweaty under Mike's touch, it makes Mike feel like some kind of god, just like Will had made him in D&D.

And the inside...well, words can't really do justice to how Will feels on the inside, a place only Mike is allowed to be. It's always hot, and always wraps around him like water, except Will constricts him too, like Will's body is trying to keep him there forever. It had been harder to enjoy at first, until Mike had managed to procure some lube through some less-than-legal methods, because it always seemed to end with Will in pain. Mike finds it intoxicating to just stare at Will's hole after he's been inside of it, whether it's for a few minutes or a few hours, seeing it twitch and flex, being able to look _into_ Will because the opening has adjusted to Mike's width, and especially seeing his cum leaking out because Will has no way to hold it in until his muscles tighten up again. What he doesn't like, though, is when the edges of Will's hole are left red and raw because there wasn't enough lube, taking it as a personal failing as the dominant partner that he caused Will any pain at all.

He'd figured out the easiest way to get lube, though, which is by perfecting his sleight of hand technique. That beginner's magic kit he'd had when he was younger definitely paid off, though he felt bad stealing the lube from Melvald's while Mrs. Byers was at the counter. Still, if it makes it better for Will, Mike is more than willing to risk it, and the lube normally lasts them at least a month, so it's not like he does it every time he goes in.

All the thoughts about Will and his wonderful body give Mike an uncomfortable strain in his pants, and he knows he'll never get to sleep if he doesn't take care of it. An idea forms in his mind, which he knows he should probably ignore, but the rush of hormones running through his blood makes it hard to resist.

His hormones winning out over his logic, Mike wiggles out of his sleeping bag, quietly creeping the few feet over to the edge of Will's bed. Seeing the smaller boy's peaceful sleeping face is like a drug for Mike, and in moments his pants are around his ankles. His full five and a half inch length is less than a foot from Will's mouth and hands.

He lets his imagination run wild as he starts to stroke himself, picturing everything he could do to Will's sleeping body. He could put himself in Will's mouth to feel the sweet wet heat, or slide into one of his hands to feel his best friend's soft skin against him. He could do whatever he wants, but he won't, not without Will's permission, so he sticks to his imagination as he furiously jerks off.

"Mike…" Will murmurs, cutting through the haze of Mike's mind. "Mike…"

Mike is certain that Will is still asleep, but the boy definitely said his name. As he observes, still fully at attention, Will does it again, and Mike realizes that Will is having a dream about him. It makes his dick throb at the idea, wondering just what's going on in this dream, because it sounds like Will is having a great time.

He finally can't resist anymore, reaching out and shaking Will. It takes a few seconds, but the boy finally starts to come to.

"Mike…" He moans, louder than before, and then his eyes flutter open. "Mike?"

"Sorry if I interrupted, you sounded like you were having a good time," Mike says, blushing as Will's eyes move from Mike's face to his erection. "I thought you might want the real thing, though, and I could use some help."

"Here?" Will questions, his eyes flicking to their still-sleeping friends. "Now?"

"Yeah, just think about how much fun it will be," Mike responds, thinking on his feet because he had forgotten their unconscious audience. "We just need to not wake them up."

"I don't know…" Will murmurs, though his eyes move back to Mike's five and a half inches. "It's risky, and we don't want to give away our secret."

"We just have to stay quiet," Mike insists, wishing Will would just reach out and touch him.

Will is having a hard time _not_ doing that, trying to be more worried about being caught and less worried that Mike's hard flesh looks _delicious_ in the moonlight that streams through the half closed curtains. He'd been having a _very_ nice dream about him and Mike, and some..._new_ things he wants to do with his taller partner, and then he'd been woken only to find Mike's hard dick inches from his face. He can smell Mike's musk across those few inches, and it makes it so much harder for Will to think logically.

His heart finally wins out over his mind, reaching out to grasp the thick shaft as he sits up, bringing his face about level with it. The first few times he'd been more tentative, but now he goes straight into it, engulfing the whole head and feeling a surge of pride when Mike hisses in satisfaction.

With his hand steadily pumping the base of Mike's length, Will greedily licks and sucks the top few inches into his mouth, tracing patterns only he can predict, and swirling around the engorged flesh with the ease of practice. Ever since the first blowjob he gave Mike months ago, he's been almost addicted to it, tasting Mike's flesh in his mouth, feeling his pulse throbbing through it, and at the end getting another helping of his favorite treat. More than once he's pulled Mike into a bathroom while they were out somewhere for an impromptu blowjob, relishing in the thrill of being caught by any stranger that comes in, and the thrill right now is similar to that, except it's their friends and Will's family instead of strangers.

Mike has never said no when Will wants to blow him, even if he does get embarrassed when he asks in public. They haven't done any more than that in public, yet, but Will's fantasies are very diverse.

Not wasting his other hand, Will plays with Mike's balls, rolling and gently squeezing them and drinking in the sounds that Mike makes because of it. Mike's pleasure is like a drug to Will, like the greatest high he could ever get, and Will could do it for his entire life without any terrible consequences.

When Mike's fingers twine into Will's hair, the smaller boy knows that Mike is close. Normally Mike would be panting and grunting by now, but he must be keeping a tight lid on his volume, which Will simply _must_ reward him for. He redoubles his efforts, bobbing and stroking with a much speed and friction he can muster, waiting for the telltale twitch.

As soon as he feels it, Will readies himself to swallow, knowing how Mike always shoots in a few massive spurts rather than more small ones. It's when Mike's grip on his head tightens, becoming a controlling grasp, that Will sends him over the edge. Hot Mike-flavored cum pours into Will's mouth like a flood, and he greedily sucks down every bit he can.

Still, Will isn't perfect, several drops of the precious liquid running down his chin as Mike shoots his last spurt. He releases Will's head and pulls out of his mouth, pulling a thick trail of saliva with him that lasts for several seconds. The both of them pant from the exertion, but definitely have more left in them. Once he has his breath back again, Will sucks the last traces of cum from Mike's dick, leaving it coated in saliva alone.

"Any chance you want some too?" Mike questions with a half smirk.

"Not right now," Will answers, shaking his head, the same answer he gives every time Mike offers. "I want you, Mike. I _need_ you, right now."

He looks up at Mike with big pleading eyes, and Mike can't resist, cupping Will's cheek and brushing it with his thumb. Will looks at him like a god, and trembles at his tender touch. It's all Will wants for Mike to lean down and kiss him, but he knows that act, at least the way Will wants it, is for a different relationship than theirs. Instead, Will takes Mike's thumb in his mouth and sucks it gently, which makes the taller boy smile down at him.

After a few moments, Mike pulls his hand away and pulls his shirt off, stepping out of his dropped sweatpants as well. He gives Will a look that tells him to do the same, and Will feels the familiar rush as he bares himself to Mike. There's a big dark patch on Will's sleep shorts as he pulls them off, revealing four and a half inches of stiff, leaking flesh. He hadn't even touched it, but sucking Mike off had made Will hard as a rock.

Before Mike can offer to blow him again, Will turns, presenting his butt to Mike. The taller boy takes in the sight like he always does, and then squeezes Will's cheeks as hard as he can muster, getting a sweet groan from the smaller boy.

"Remember, we need to stay quiet," Mike reminds his partner as his hands trail over the soft curve of Will's butt.

Will nods, though he isn't sure he'll be able to hold himself back the way Mike had managed to do. Over the last months of their secret relationship, Will hasn't been particularly quiet when Mike is inside of him, something that normally keeps Mike going even longer. They've also made sure to be alone during their most intimate contact, either at Will's when Jonathan and his mother are at work, or in Mike's basement after his family has gone to sleep.

When Mike spreads Will's cheeks apart, revealing his tiny puckered prize, Will can't help the nervous tremble that runs through his body. He's always afraid of disappointing Mike when they're together, even after Mike's assurances that nothing could be better. His rectum has never been cleaner, however, than since he and Mike started being intimate. It's become Will's ritual, every night, to ensure that he's as clean as possible, as far in as he can reach, and it had been no different during his shower earlier that day, just after the movie marathon.

Mike takes a few moments to survey Will's body before him, the smaller boy kneeling on all fours on his bed with Mike standing behind him. Will's bottom is vaguely heart shaped, though with his narrow hips, it might be in Mike's mind. His back gently curves from his butt up to his similarly narrow shoulders, his whole frame small and delicate beneath Mike's hands. Will's hair is a chocolate colored mop in his signature bowl cut, the only thing his mother knows how to do since they can't afford expensive haircuts.

Then Mike's attention goes back down, to the prize he'd uncovered just moments before. Releasing one pale, supple cheek, Mike runs a tentative finger over it. It twitches in response, as if calling the finger back, and Mike is more than happy to oblige. He presses around the rim of the opening, the eager twitches only bringing Mike back to full mast.

Aware of Will's ritual cleaning routine, Mike doesn't hesitate to lean in close and swipe his tongue over Will's entrance, leaving it glistening in the soft moonlight. It makes Will gasp at the unexpected contact, which soon becomes a whimper when he slaps his hands over his mouth. Both boys hold their breath, but neither of their friends so much as stir in their sleep.

"You can't be that loud, Will," Mike chastises, squeezing the cheek still in his hand.

"I'm sorry," Will responds, and Mike can tell the boy is blushing a bright crimson. "I wasn't expecting you to use your tongue."

"I thought I'd try it," Mike whispers, proud of the reaction he'd gotten. "I'll have to do it more often since you liked it so much."

"You don't have to d-"

Will's words get cut off when he has to stifle another gasp, Mike's tongue swiping over his hole again.

"I'm going to use my tongue," Mike tells Will while the smaller boy tries to control his breathing, Mike's finger gently teasing him. "The correct response is either 'yes, please' or 'no, I don't like that'. I don't _have_ to have sex with you, but I _want_ to. I don't _have_ to use my tongue, but again, I _want_ to."

Will's only response is to nod, whimpering softly under Mike's ministrations.

"That wasn't one of the answers, Will," Mike says, pressing his finger on the center of Will's tight opening, not enough to go in, but enough that the pressure should drive Will crazy.

"Y-yes," Will pants out, moving his hands just long enough to speak. "Please."

That's all Mike needed to hear, leaning into Will's butt once again, gripping both of the boy's cheeks for support. He licks all around the hole before so much as swiping over it again, hearing each half-stifled moan and cry happening behind Will's hands. It's when he decides to be ambitious, though, that Will almost gives them away again.

When Mike's tongue pushes all the way in, past the tight ring of hard muscles and into the soft flesh inside Will's body, Will's moan becomes an ecstatic scream. His hands manage to mute some of the volume, but once again both boys freeze, Will's entire body trembling at the unfamiliar, but _incredible_, sensation in his butt, and Mike with his tongue still driven inside of Will.

When it's clear that they could set off tnt in the room and not wake their friends, Mike continues, massaging Will's cheeks to keep his hands busy. Will can't stop the trembling of his entire body, arching his back toward the bed to give Mike an even better angle. It's not just the tongue writhing around inside him that makes Will _need_ something more, it's also Mike's hot breath, hitting his skin every few seconds, and the way Mike's fingers keep him spread wide the whole time.

"Mike...please…" Will whimpers.

Knowing what Will means, Mike pulls back, running a thumb over Will's damp hole. It's slightly wider than before, and it noticeably opens and closes that tiny bit with each twitch, inviting Mike back inside. He brushes a finger against the glistening rim, the eagerness of Will's involuntary twitching sending a throb through Mike's dick. His finger slips in easily, though he stops at the first knuckle so Will can adjust little by little. It may take longer, which makes Will more and more worked up, but Mike will be damned if Will is anything less than fully prepared for him.

Knuckle by knuckle, Mike inserts his finger into Will's body, gently exploring the moist warmth that envelops him. When he presses, gently but firmly, against Will's wall, the small boy clenches around him, squeezing his finger like a clamp. Everything about Will is soft, and tight, and warm; it makes Mike smile that he has Will all to himself. He'll never give up the hope that Eleven is still out there, but maybe it's not betraying her if it makes Will happy.

He'll have to wait, though, Will being too caught up in the moment to even imagine Mike's train of thought. Without his conscious command, his body rocks back and forth against Mike's finger, trying to get _anything_ that helps relieve the overwhelming _need_ inside of him. Mike's smile widens, and he puts a hand on Will's hip to stop him, pulling his finger out.

Will whimpers pitifully as Mike watches the quivering hole before him, just begging for him to stick his cock into it. It's not ready yet, though, not nearly stretched enough to comfortably accommodate Mike's girth.

Mike slips his finger back inside, but maintains his hold on Will's hips. For several glorious minutes, he watches his finger slide in and out of Will's body, adding a second and third to the mix as Will loosens up, scissoring and stretching in all directions. He'd left enough saliva on the smaller boy's entrance to last a while, but by the end, Will is no longer glistening the way Mike likes.

Knowing he needs to get a move on, before Will finally loses patience with him, Mike pushes his fingers just a bit deeper. Will is all around him, his body gripping Mike's fingers with near-reverence, his back arched as far as he can manage to give Mike the best access possible. Once Mike has gone as far as he can go without trying to shove his whole hand into Will, which he's certainly interested in trying someday, he curls his fingers up, pressing straight into one of Will's most sensitive sweet spots.

Will mewls like a kitten behind his hands as Mike pokes, and prods, and digs into the sensitive spot. He clenches around Mike's fingers, but that doesn't deter the assault in the slightest. If anything, it just helps Mike press _harder_, and Will has to bite down on part of his sheets to keep from screaming in pleasure.

Mike has never been happier than when he sees Will's whole body trembling and twitching, a thin sheen of sweat over his back, feeling his legs quivering and watching his toes curl, seeing his knuckles turn white as he grabs whatever is near his hands, and hearing the sweet melody of Will's pleasured moans. Right now, of course, the melody is muted, but the display is outlined in pale moonlight. If he could just do this forever, making Will feel good, he'd live a perfect life.

"Mike!" Will finally groans past the sheet in his mouth, chancing saying something out loud when he just can't take the build up any more.

With a small sigh, Mike stops and pulls his fingers out, watching the orifice twitch beautifully at the sudden loss of contact. Will whimpers again, apparently his favored sound of the night, wiggling his butt in the air and pushing it toward Mike. The taller boy gets the message, quickly delving into Will's dresser and procuring a half-empty tube of water-based, flavored lube hidden in one of Will's pants pockets. Originally he'd only taken the regular lube from the store, but Will had decided he wanted to try the flavored kind, so he got cherry, which incidentally is both of their favorite flavors.

Mike squeezes a generous amount into Will's stretched hole, reinserting his fingers to get it all worked in, only stopping when Will is glistening in the moonlight once more. Just to be safe, he also squeezes some onto his hand, slathering it all over his throbbing erection, and doing the same to Will's with the excess so he doesn't waste it.

"Ready?" Mike questions, lining himself up with Will's now _very_ well prepared entrance. The head of Mike's cock is still bigger, but it shouldn't hurt Will when he pushes it inside now.

Will just nods, still biting down on the sheet to silence himself. He's been waiting for this since before Mike woke him up, and honestly, Will is glad that he did. If he'd finished his dream he'd probably have woken up super horny, and unable to do anything about it until _after_ D&D, which would probably be ten or twelve hours that Will can't make it through.

When Mike starts to push, he meets only minimal resistance from Will's entrance, the hole eagerly devouring everything Mike gives it. Will groans into his sheet, pressing his head down as Mike fills him with throbbing warmth. Despite his refusal of Mike's mouth, Will's cock is aching with need, desperate for any kind of attention Mike can give it.

Mike gives the smaller boy time to adjust once their bodies come together, watching Will's chest expand with each breath, and enjoying the way Will's muscles flutter from trying to push against Mike's intrusion. Enveloped in tight warmth, Mike is perfectly content to stay right where he is, but Will wants _more_. Just like with Mike's finger, Will starts to rock his body back and forth, only an inch or two from his face-down position, but it signals Mike to keep going.

Keeping a firm grip on Will's hips, Mike slides out of the warm tunnel until only the head is inside, and then thrusts back until his body smacks against Will's butt. He starts a slow rhythm, pulling out to the head each time, and then hilting once more, his balls just barely brushing against Will's with each thrust.

Will pants around the sheet in his mouth, sweat sticking his hair to his forehead as he gets driven into the bed with each thrust. Mike's rhythm speeds up gradually, the sound of their skin coming together getting faster and louder. Will's dick bounces underneath him, and his balls swing in time with Mike's, just out of reach to hit each other. His entire body is on fire, all stemming from the rod of molten flesh driving into him again and again, soaking the sheets beneath him with sweat.

Both boys are in heaven, ecstasy clouding their minds as they keep rhythm with each other's bodies. Will clenches with each thrust, clamping Mike's dick like a vise and forcing the taller boy to thrust harder to keep his speed up.

Then, abruptly, Mike pulls out entirely, leaving Will's hole gaping open and twitching with need.

"Mike," Will complains, trying to push back onto Mike, but the hands on his hips prevent that.

"Turn over," Mike orders between heavy breaths, grabbing the lube again. As AV nerds, neither of them are known for their stamina, this being the heaviest exertion they ever regularly get.

Will complies, shifting onto his back, knees up and spread wide, his feet half hanging off the edge of the bed. Mike takes in his flushed face, his chest rising and falling as he pants, no longer hampered by the sheet, and the throbbing redness of his dick, still aching from lack of attention. Wanting to get back inside Will just as much as Will wants him there, Mike adds another squeeze of lube to Will's hole, the much cooler liquid sending a shiver up Will's spine.

Mike leans over Will as he slides back in, not meeting any resistance this time, and quickly building his rhythm back up. Will's pants and moans go unmuffled without the sheet to block them, so Mike decides to do it himself. He presses his lips into Will's, and almost immediately Will melts against him, trying to respond with as much energy as he can muster. This is what Will has always wanted, Mike inside him, Mike on top of him, Mike against his lips, Mike everywhere he can be.

His primal mind taking over, Will's arms wrap around Mike's neck to kiss him harder, and his legs wrap around Mike's waist to pull him in deeper. Will's back arches up, touching their chests together with every breath, and granting Mike a better angle to reach an even sweeter spot than before.

As Mike drives into that spot again and again, Will's eyes roll up, his efforts not to let go of Mike's lips going slack. He moans into Mike's mouth with each thrust, his grip getting tighter around the boy he's given everything he is.

Caught up in their kiss, Mike can't warn Will of what's coming, though he's not sure Will could understand him either way. With a final thrust with everything he has, he drives into that sweet spot and unleashes a flood of hot cum into Will's trembling, sweating, flushed, beautiful body.

The surge of fresh heat inside of him makes Will groan into Mike's mouth louder than ever before. His muscles contract around Mike's flesh, milking him for every drop, and his grip on all of Mike's body becomes almost crushing.

It takes Will several whole minutes to calm down again, the haze in his mind finally clearing enough for him to think again. The first thing he sees is Mike's face barely an inch from his own, the boy's hot breath washing over him, and he can still feel Mike inside of him, though no longer throbbing. Exhausted beyond imagining, Will's arms and legs go slack, freeing Mike from his not-unwelcome restraints. Mike pulls out, his now half-erect dick coated in a mixture of Will's saliva, his own cum, and the cherry flavored lube.

He's not done yet, though, kneeling down beside Will's bed. Will is beyond noticing, until he feels Mike's lips wrap around his still-throbbing dick. Every nerve in Will's body explodes with feeling again, though it doesn't last very long, Will's climax long since past the point of no-return. He explodes into Mike's mouth, unleashing a pent up torrent of cum that Mike tries and fails to contain. Cum spills out of his lips even as he swallows, running down his chin and down Will's shaft.

Mike makes sure to clean every drop from Will's body, despite the boy's continued weak protests.

"M...Mike, you don't...have to…" Will pants, well and truly exhausted. He gets cut off by Mike's tongue dragging down across his balls, going lower and lower.

"We had this conversation already, Will," Mike replies, his heavy breathing more controlled. "Now you can either put your legs up yourself, or I'll do it for you, but unless you say no, nothing's going to stop me from eating your ass."

Will wants to be able to say no, to say he _doesn't_ want to feel Mike's tongue against his skin again, to feel it inside of him. He wants to say he didn't enjoy Mike's mouth around his dick, or that he wasn't turned on by Mike giving him orders, but he just _can't_. Without any resistance, though his legs feel like they're made of lead, Will braces his feet on the edge of his mattress again.

Mike wastes no time in getting to work, lapping up the mixture of cum and cherry lube slowly leaking from his partner's gaping hole. Will doesn't even have the strength left to pant, fighting to stay conscious as Mike sends shocks of wondrous electricity through his body. By the time he's done, cleaning every inch of Will he can reach, Mike knows exactly what he wants to do next.

He lays down next to Will, both just breathing, Mike staring at his small lover. With a gentle finger he brushes Will's sweaty hair away from his face, getting the boy to turn towards him as well.

"That was...so much more...than you needed...to do…" Will pants, wavering on the edge of unconsciousness in case Mike has more planned.

"I'm sorry, I couldn't help myself," Mike tells him coyly, not bothering to hide the incredibly satisfied grin on his shining mouth. "I'd be a pretty shitty boyfriend if I didn't, though."

It takes several long moments for Will to process those words, but when he does, his whole body freezes, a bolt of clarity exploding through his exhausted mind. Not daring to believe his ears, his jaw hangs open and his eyes go wide, everything fixed on the dark haired boy laying beside him.

"You mean…?" Will questions, hesitant to even speak right now.

"Yes, Will," Mike answers, his satisfied grin still all over his face. "I said boyfriend. I'm not giving up on Eleven, but it's not nice to tease you like this all the time, so if you still want me..."

"Yes!" Will exclaims, flipping on top of Mike, all of his tiredness disappearing.

It's only when Mike tenses underneath him that Will remembers their audience. Lucas turns over in his sleep with a groan, and Dustin's snoring momentarily ceases, but neither of their friends wake up.

"Yes," Will repeats at a much lower volume, but with just as much excitement. "Yes, yes, a thousand times yes!"

"Then shut up and get down here," Mike tells him, putting his hands on either side of Will's head to pull him into a kiss.

Will doesn't offer the slightest resistance, pressing himself against Mike's body with the same eager excitement the boys had always had for their early D&D campaigns. Mike takes the opportunity to flip Will back into his previous spot, though he maintains their liplock until Will needs to breathe again.

Adrenaline and hormones continue to rush through both boys as they make out, the rest of the world ceasing to exist for those few glorious minutes. Mike's fingers twine into Will's hair for a better grip, and Will almost unconsciously grinds his body against Mike's.

Mike breaks the kiss for the final time, pushing himself up on his hands to look down at Will, who whines at the loss of Mike's lips. Right now, he definitely feels like Mikos, Will's patron deity.

"Does my boyfriend want to go take a shower with me?" Mike asks as Will's grinding comes to an end. "If we're all sweaty in the morning, the guys will know that something's up."

"Will my boyfriend be open to a blowjob in said shower?" Will counters, a grin forming on his face. "And maybe making out a little more?"

"Only if _my_ boyfriend is _also_ open to a blowjob," Mike responds, which makes Will pout, though he still nods.

Mike stands, pulling Will to his feet right after and keeping an arm around his small shoulders as they tiptoe to the bathroom, discarded pajamas in hand.

"You're weird, you know that, right Will?" Mike whispers in the hallway, which just makes Will confused. "I mean, you ask to blow me like it's no big deal, but when you ask to make out, it's like some forbidden fruit. Most people would think that that's backwards."

"Most people aren't Mike Wheeler's boyfriend," Will retorts, leaning into Mike's side. "And most people don't start out with blowjobs and sex, and _then_ become a couple months later, so if I'm weird, then so are you."

"Weird and proud," Mike tells him, squeezing his new boyfriend as they reach the bathroom. "Weird and proud."

Will smiles, closing the door behind them with a soft click.

Now he _really_ has everything he's ever wanted.

* * *

Thanks for coming, hope you came.

This chapter was supposed to be more intimate smut, which was supposed to build up to them finally becoming boyfriends. I made some small changes to their characters, which I believe are plausible in the event of them having a standing agreement to fuck like rabbits, like Mike being more sexually assertive and confident in doing things, and Will being more daring because he's that much closer with Mike. Agree with me or don't, it's my story, so you can either live with it and get off, or be a bitch and get out.

Now, if you're wondering what Will's dream was about, that's going to have a chapter further down the line, once I break into the more kinky requests. If you're wondering why Will is so against Mike doing anything but fucking him, that's _also_ going to have a chapter further down to line, so you'll have to hold out until then. I'm not against Will being verse and topping Mike (or other characters), I just think that in the context of his character, there's a lot of development necessary to make him comfortable in that position when he seems to be a bottom for the universe (cause every time he tries to be happy, life fucks him in the ass).

Upcoming Prompt: After a year apart, Mike and El are finally together again, and they have a lot of catching up to do

As I've already said, the next bunch are heavy on Mike, El, and Will, so if you want to see other characters, it's up to you to send the prompts. For this one, it'll probably be more of the vulnerable curious El rather than the badass dom-as-fuck El, but fear not, both will be well represented in this collection.

Prompts keep this story alive, and while I have a nice (and somewhat disturbing) list of requests, more are always welcome!

* * *

Note: In light of the multitude of requests I've been getting that are specifying staying in the same universe as this Byler FWB/dating plot device, my upcoming Mike, El, and Will centered one-shots will be doing just that. At some point, if I decide to put the effort in, I'll gather them all together in a separate story in a relative chronological order. Who knows, I might chance writing a real story with them if they're popular enough.


	4. Reunion

Mothers, fuckers, and mother fuckers, welcome back!

Unfortunately, I'm starting to get busy again, so my pace of updates will probably get slower. You horny bastards will have to hold out a bit longer to get off to my writing.

Per a multitude of requests, these Mike, El, and Will chapters will exist in the same continuity until I say otherwise. Really, as soon as I say I'm not good at writing whole stories, you fuckers ask for that _exact_ thing. Well, I'm considering it. If I can think of some legit plotlines to put this smut in around, I might make it a full story, but until then I am a smut-shot writer.

For your sultry reading pleasure, we have a hearty helping of Mileven in this chapter! While canon Mileven is probably years away from anything remotely like this, we have fanfiction for a reason! Sit back, relax, and get that frustration out of you!

Prompt: After a year apart, Mike and El are finally together again, and they have a lot of catching up to do

* * *

"See you tomorrow?" El asks hopefully, her and Mike standing on the porch of the cabin to say goodbye.

"Of course," Mike promises, squeezing her hands. "Nine o'clock, on the dot."

"Okay," El murmurs, and then pulls her boyfriend into a hug. "Just stay warm."

Mike won't argue, enjoying the warmth of El's body against his, even through their thick winter coats. Just being near her makes him feel warm.

It's only been two weeks since the Snowball, but Hopper finally let Mike come and visit the cabin on a regular basis. They're required to keep the door open three inches, and Hopper is _always_ in the cabin with them, but none of it matters now that they're together again.

"It's only eleven hours," Mike tells her, giving her an extra tight squeeze before letting go. "I've run D&D campaigns longer than that, it'll be over in no time."

El gives him a small smile, and then plants a quick kiss on his lips before going back into the warmth of the cabin. Mike stands there for a minute in shock, though the cold quickly brings him back to himself. He's done so much more than kiss before, so why is it that every time he and El kiss, it just stuns him?

Pondering these big questions, he brushes the lightly falling snow from his bike seat and starts off down the forest path, careful to avoid the tripwire in the darkness. El watches from the window until he's out of sight, and then sighs and goes back to her room. There's still so much she wants to talk to Mike about, things that she doesn't quite understand, but knows she can't bring up with Hopper, or even _around_ Hopper, for Mike's safety.

XxX

The next morning, Mike is perfectly on time, leaning his bike against the porch as snow continues to dust around him. There's a few inches on the ground, but not enough to dissuade Mike from making the trek to the cabin.

He performs his special knock, different from Hopper's at the chief's insistence, and the door flies open, El all but tackling him with a hug.

"Missed you," She says, leaning her head against Mike's chest.

"Hey, close the door!" Hopper calls from inside, forcing them to separate again.

Mike knocks his boots on the doorframe before following El inside, the door closing and bolting itself behind them. Hopper is nowhere to be seen, probably in his bedroom/office with a curtain for a door.

The chief comes out as Mike is setting his boots to the side of the door, dressed in full uniform and a heavy coat in hand. He fixes Mike with a hard glare, which roots the boy to the floor.

"I got called in," He says shortly. "I will be back in two hours. If there is _any_ funny business going on while I'm gone, you will _never_ be coming back here again. Do I make myself clear?"

"Y-yes sir," Mike squeaks out, only for El to twine her fingers with his.

"Not stupid," El tells her adoptive father, who just rolls his eyes. Trying to argue with El is like talking to a brick wall.

"Don't break anything," Hopper mutters, walking past the couple.

Once again, the door bolts itself behind Hopper, leaving the two teens alone. Almost immediately, El wraps her boyfriend in another hug, which Mike responds to with just as much enthusiasm.

"I missed you too," He tells her, squeezing her extra tight. "Now that we have the cabin to ourselves for once, what do you want to do?"

El grins up at him, letting him go and taking his hand. She leads him into her room, the door closing behind them, though still with a three inch gap. Mike doesn't give the slightest resistance as she pulls him toward her bed, thinking she wants to make out like they usually do.

Instead, she sits down a few inches away from him, and Mike recognizes the look on her face. She has questions that she wants answered, but she isn't quite sure how to ask them. He's been more than happy to answer every question she's asked him, about people, and school, and everything else under the sun.

"Mike," She starts, biting the inside of her cheek while she tries to put the right words together. "What's sex?"

Mike's eyes go as wide as dinner plates, and he immediately turns a bright red color that would put traffic lights to shame. Of literally every question on earth, that was _not_ one he was expecting.

"Oh, uh, well…" Mike stutters, trying to think of how he can change the subject as quickly as possible. "Sex is...uh...when two people love each other, and they want to get, um, closer, to each other."

"So it's _not_ about babies?" El questions, her brow furrowing in thought.

"No, it is," Mike says quickly. "When you have sex, there's always a chance that you might make a baby, it's just...most of the time, people _don't_ have sex because they want a baby."

If Hopper _ever_ finds out about this conversation, Mike is beyond dead.

"And boys can't have babies?" El continues, evidently not picking up on Mike's trepidation. "Only girls?"

"Um, yeah, I guess," Mike answers. "Since boys and girls have different, uh, _parts_… you have to, um, put them together, and that's how you make a baby."

"So you and Will couldn't make a baby together?" El inquires, which makes Mike's blood freeze in his veins. This time El takes note of his reaction. "I told you how I can find people now, right? Well, I figured out how to do it because I wanted to see you, and I saw you and Will having sex."

Mike's face burns, and he wishes it would just melt off already and put him out of his misery. He and Will had stopped their secret relationship after El came back, almost two months ago now, and Mike has been hoping she never found out.

"Uh, yeah…" Mike murmurs, looking down at the sheets. "Will and I can't make a baby because neither of us is a girl."

"So it was to...get closer?" El asks persistently.

"That's one way to put it," Mike replies quietly. Even if they're no longer together, there was definitely something between them, sex or no sex. "But we don't do it anymore. I'm _your_ boyfriend now."

"Then can we...have sex?" El requests innocently, reaching out and taking one of Mike's hands in her own.

Somehow, Mike's face gets even hotter, and it's a wonder his nose hasn't started bleeding from the excess of blood. He's had dreams kind of like this, except without the part where they talked about him and Will, but that's all they've ever been, dreams. Doing that with El in _real life_ just seems like too much.

"I, uh, I would l-love to," Mike manages to say. "B-but, I don't think it's a good idea right now. Hopper might come home early, and then he'll just shoot me on sight."

El pouts, but doesn't try to push him. Mike's true saving grace comes when the radio in the living room starts to buzz, and El quickly goes to listen.

"Snow getting worse…" She murmurs, looking over the morse code card. "Bring more wood inside."

The message repeats several times, with a pause between each, until El responds that she copied the message down.

"Can you hold the door?" El asks, turning to her boyfriend once she puts the transponder down.

Mike just nods, still trying to fight down his hormones. The bolts unlatch themselves, and Mike holds the door open for El. There's a pile of wood on the porch, covered in a tarp, and El floats fifteen or twenty pieces out of it and inside the cabin. Mike closes the door behind her while she stacks them into a metal ring next to the heating stove, already half full of wood.

"Can we still make out?" El inquires, taking Mike's hand again, though this time Mike only turns a light pink.

"I do believe we can," He tells her. "In fact, I insist."

El giggles, pulling him back to her room. Time ceases to mean anything to the two teens, caught in a fierce battle of lips now that Hopper isn't around to stop them. Normally they can only get a few quick seconds in under his ever-annoying eye, but now that they're alone, he can't keep them three inches apart.

By the time either one thinks to pull away from the other, lips more swollen than before, both breathing heavily, the lights in the cabin flicker.

"Was that…?" Mike questions, looking back at his girlfriend from the lamp.

"Not me," She answers, only for the lights to flicker again.

The radio starts to buzz, calling them out of El's room once again.

"White out blizzard," El deciphers. "Roads closed, stuck at station."

Mike chances a glance out the window, shocked at how quickly the light snow turned into this massive storm. Another glance at the time, however, tells him that it's been well over an hour since Hopper left.

"Power might fail," El continues, after sending her response. "Keep fire burning, stay warm."

She confirms once again, and the radio falls silent. It must make Hopper _beyond_ annoyed to have to be trapped in the station while his daughter and her boyfriend 'stay warm' in the cabin on their own.

"So, Mike," El says, facing her boyfriend again and taking both of his hands. "Hopper won't be back for a while now. Does that mean we can have sex?"

Once again, Mike's blood goes ice cold and his face goes burning hot.

"I-I'm not sure, uh, that it's the best, um, idea right now," Mike manages to stutter out, trying not to look into El's eyes, and failing miserably. The little brown orbs, with flecks of honey color in the lamp light, call to him in a way he hasn't seen in months now. "There's just, um, so many things that could, uh, go _wrong_…"

"But Mike…" El complains, stepping right up against him. "I don't know how it works, and I want you to _teach_ me."

Mike gulps, El not quite understanding what she's doing, only that it seems to be working, especially if what she can feel lower down is any indication. There's still some hesitation in Mike's eyes though, but El manages to play a trump card without even meaning to.

"You did it with Will…" She murmurs, pouting at her boyfriend. "Do you not want to be as close to me as you were with him?"

That finally breaks the last of Mike's resolve, and she can see it in his eyes. He doesn't say anything, just capturing her lips once more. Unlike before, however, there's a hunger to his kiss. No longer is it a soft give and take between them, Mike is taking control, and El isn't resisting.

When he pulls away, El now shares some of Mike's signature blush, the corners of her mouth turning up without her even telling them to. This time Mike leads El back to her room, kissing her a few more times in front of the bed.

"First lesson," He whispers, kissing past her lips and down her neck. El gasps when he gives her a nice hickey on her collarbone, though easily concealed by her shirt collar. "We get each other ready."

El doesn't resist when Mike gently tugs her flannel shirt off, too busy feeling Mike's mouth against her own, their tongues intertwining. When he starts to lift her old Hawkins P.D t-shirt, she shivers at his touch, even though his fingers are warm.

They have to break the kiss to get El's shirt over her head, leaving her in only a small bra and her jeans. Not wanting to be greedy, Mike pulls off his own shirt so El isn't alone, and then pulls her back into a kiss.

He fumbles a bit trying to unhook her bra, which he has no experience with at all, letting it hang from El's shoulders rather than pull it all the way off. El might not quite understand what's going on, but she knows that it feels good, and that she likes this new side of Mike that she's seeing.

Once the button and zipper are undone, El's baggy jeans fall to the floor, the unexpected cold sending a shiver through her body. Mike's hands hold her hips, and El's hands find their way onto Mike's smooth, pale chest.

"Your turn," Mike tells her, his words breathy as they continue to kiss, though they manage to break into El's mind. "Do what I did."

Still enraptured by the kiss, El's hands slowly go down, fumbling with Mike's belt. It takes significantly longer than when Mike had done it for her, but eventually she undoes his belt, opens the button, and unzips his zipper. His pants join El's by their ankles, leaving both of them standing only in their underwear.

Mike is the one to break the kiss again, taking a small step back to look at El. Her cheeks are flushed, her lips swollen, her bra only loosely hanging from her shoulders and covering her, and her pink cotton panties have a little wet spot on the front. If it wasn't there already, Mike's boner stands painfully at attention, the sight of El's magnificent form sending throbs through his body.

"Beautiful," He whispers, drinking in the sight of her like a drug.

El holds her arms in front of her bra, not meeting Mike's adventurous eyes. She seems far more nervous than Mike was expecting, especially considering she's the one who started this. It takes a little longer for Mike to figure out why, and it makes his blood boil.

His eyes follow every soft curve of her body, and on his first pass, they couldn't be more perfect if they'd been shaped by hand. On the second, however, he starts to see what makes El so nervous. Scars, slightly pink against the rest of her pale skin, appear randomly across her body. Some are short and some are long...some are thin and others wide... None of them would show in regular clothes, unless she decides to wear a crop top, though that was probably never an option in the lab.

"El…" Mike murmurs, reaching out for her again. She doesn't say anything, nor does she look at him, burying her face against his chest. "The bad men are gone, they'll never hurt you again, and you know I never will."

"Ugly…" El says, muffled against Mike's skin.

"El, no, you're not ugly," Mike insists, holding her tighter. "You are, without a doubt, the most stunning, gorgeous, beautiful girl in the entire world."

El doesn't move.

"El…" Mike says, kissing her hair. "El, look at me."

She very obviously doesn't want to, but still looks up at Mike all the same.

"I want you to say it," He tells her, his gaze firmly locked on hers. "Even if _you_ don't believe it, _I_ will, enough for both of us. You're beautiful."

"I'm...beautiful…" El whispers, her eyes clouding over with tears.

"You have no idea," Mike informs her, wiping the tears away with his thumbs. "I love you, El. You'll always be beautiful to me."

El nods quietly, and then returns to her place against Mike's chest, taking some comfort in hearing his heartbeat by her ear. Mike squeezes her tight, not crushing, but just right.

"I love you too, Mike," El finally manages to say, taking a small step away from him. She takes a breath to calm herself, and then lets her bra fall down her arms and onto the floor between them. "I want to be close to you."

Mike sucks in a sharp breath when he sees her breasts, feeling a little guilty for wanting to touch them after what just happened.

"It's okay, Mike," El murmurs, gently guiding his hands to her chest. "You can touch, if you want to…"

Her breasts are small, only just starting to come in now that she's been on a regular, healthy diet. To Mike, though, they're perfect, and he treats them with every ounce of reverence he can muster.

A slight pressure on the back of his head bring his lips against El's once again. Then he can feel a pressure tugging on his underwear, until they join his pants on the floor, leaving him naked against El's beautiful body. Her telekinesis definitely has a lot of applications.

El is the one to break the kiss as well, giving Mike an expectant look.

"What do I do now?" She asks. "To make you feel good?"

Mike blushes hard, but El seemed to like when he took control before, so he does that again. He guides her over to the bed, sitting down on the edge and gently guiding her down between his legs. Six inches of hot flesh stand straight and tall before her.

"Lesson two, pleasuring your boyfriend," He tells her, trying to put some authority in his tone, and keep a straight face. "To start, you take one hand and wrap it around the base, and then you just move it up and down."

He guides El's right hand to the base of his shaft, her skin heavenly soft against his. As he gently moves her arm up and down to show her the motion, it feels like being stroked by a cloud. A big sigh shoots from his lips, which El takes as a sign that she's doing a good job.

Her only experience with sex, aside from what she's currently doing, is from watching Mike and Will from the void. For a while, it was always Will doing this, but then they'd started switching places every once in a while, so she'd seen Mike doing this to Will. They usually do more, though, and with more energy.

Wanting to copy what she's seen Will do to Mike before, El opens her mouth as wide as she can, and then swallows as much of Mike as she can fit. The sudden hot moisture gets a pleasured cry of surprise from Mike, though it doesn't last very long. El pulls away just as quickly, coughing and spluttering into her free hand, her other hand going from stroking to tightly gripping Mike's shaft.

When she can breathe normally again, El looks up at Mike, expecting him to be looking back at her, but his eyes are scrunched tight. Only then does she realize that she still has a stranglehold on his dick, making it turn an angry red color the longer she holds it, so she quickly lets go.

"Sorry," She apologizes as the flesh starts to regain its previous coloration.

"Not a problem," Mike tells her, steadying his breathing. "Just try not to jump ahead until you're ready."

El nods sheepishly, tentatively wrapping her hand around Mike again. When he smiles at her, she knows it's okay for her to resume, so she tries to make up for lost time, stroking faster than before.

"G, ugh, good," Mike groans, El's touch sending magnificent fire through his veins. "When you're ready, ngh, start with your tongue, like a lollipop or, ugh, or an ice cream cone."

It may just be the two months he's out of practice, but something about El's handjob feels different than Will's. With Will, it always felt like silk, but with El it's a cloud, softer than he thought possible.

When El's tongue drags across the already-damp skin, Mike almost loses it then and there. She definitely takes to heart the ice cream cone advice, licking it all around before it can 'melt'. Her tongue doesn't just treat the head, either, making its way down the shaft. Eventually she switches her hand to the top, continuing down until her nose hits Mike's untrimmed bush of black curls. He'd kept it trimmed during his time with Will, but he hadn't expected to do anything like _this_ for a long time, so he'd let it grow out.

"P-perfect," Mike tells her, resisting the urge to let his eyes roll back. "Once you're finished, you take the tip in your mouth, but _don't_ go further than the head."

El gives him a few more licks, still looking up at him and holding his gaze. The sight makes it very difficult to keep a hold on himself, but he can't look away. She doesn't let their eye contact break as she kisses the tip, letting her lips go wider as Mike's flesh does, until the whole head is inside her mouth.

Mike can't resist any longer, his eyes rolling back in his head with a groan. He misses the little smile that plays across El's busy lips, proud of her progress. She doesn't let up though, letting her tongue dance across Mike's flesh.

Her next instruction doesn't come verbally, Mike taking gentle hold of the side of her head. He doesn't stop her from moving, instead guiding her down past the head. El gets more nervous of having a repeat of earlier as more of Mike moves through her lips, but Mike stops her after the first couple inches.

"Right there," He says breathily. "You can up to there."

Taking that as Mike's latest instruction, El does just that, starting to bob her head back and forth along those few inches. Her tongue dances its way around Mike as her hand continues to stroke the base. Without prompting, El does another thing she'd seen Will do to Mike, squeezing and rolling his balls with her free hand.

The sudden increase in stimulation is too much for Mike, his cock twitching once before it explodes. El is shocked when the first spurt fills her mouth, pulling back in surprise only for the next spurts to land all over her face. She gets hit directly over her left eye, on her cheeks and nose, and right on her bottom lip, quickly dripping down to her chin and onto her chest.

Mike pants for breath, his vision swimming after his first orgasm in two months. His celibacy hasn't been _entirely_ by choice, though he'd felt weird jacking it to El so soon after she came back, so he just hadn't. In his dreams, yes, he and El have done some crazy stuff, but never in real life.

"I...I'm sorry...El…" Mike pants, trying to focus his vision on the girl still kneeling between his legs. "I should...have warned...you…"

"It tastes like you," El replies, more shocked at how it had all shot _out_ of Mike than about being covered in the sticky white substance. "What is it?"

"It's, uh...it's cum…" He answers, finally getting both eyes to focus on the same place. As soon as he does, he can feel his erection coming back already. Seeing El positively _drenched_ in his cum is just too massive a turn on, and he starts to throb when El wipes her chin with her hand and then licks her fingers clean. "I guess, medically...it's called semen."

"Does it happen every time?" El inquires, taking more samples of the substance, not knowing how it makes Mike ache for her.

"Yes, whenever you, uh, _stimulate_ a penis enough, semen comes out," Mike explains. "It's how guys help make babies."

"This stuff makes babies?" El questions, examining her latest sample.

"Not on its own," Mike tells her, back at full mast already. "Guys shoot it out inside a girl, and if she's ovulating, there's a chance to make a baby."

"Ovulating," El murmurs. "Joyce explained ovulating to me. She said that the blood that comes out every month means I'm not pregnant."

"Uh, yeah…" Mike says, beyond his current expertise. "Do you want a tissue? To clean up with?"

"Am I not supposed to eat it?" El asks, about to lick a sample from her cheek off of her fingers.

"N-no, you can," Mike tells her, blushing hard once again. She's even worse about the whole unintentionally-sexy thing than Will was.

Mike watches attentively as El cleans herself up, smiling back at her when she finishes, and kissing her back when she moves up to his lips. He can taste himself on her, which only serves to send a throb through him, knowing she just meticulously swallowed every drop of cum he'd doused her with.

"What now?" El inquires when they pause to breathe.

It's pretty easy to flip them over when El's not expecting it, making her blush at her exposed position.

"Third lesson, pleasuring your girlfriend," Mike whispers in her ear, and then starts trailing kisses down her jawline, then down her neck, doubling down on where he'd left a hickey earlier.

He can taste himself on her chest when he reaches it, only spurring himself forward with more enthusiasm. Mike is careful not to rush though, wanting everything to be as special as possible for El's first time. He's already cum early once, so he at least needs to repay the favor.

Mike lingers when he reaches El's beautiful little breasts, listening as his girlfriend's breathing gets shorter and faster. When he lets his teeth just barely brush against her nipple, El gasps, which is music to Mike's ears. This is his element, caressing a song from someone he loves.

El grips the sheets under her hands as Mike nips and sucks on her nipples, the feeling unlike anything she's ever experienced. It's like lightning and fire and ice all wrapped into one. How did she never know that she could feel this _good_?

When Mike starts back on his trail, El has a moment to catch her breath, but only a moment. Mike's hands find their way to the backs of her legs, gently shifting them up onto the bed as Mike kisses his way level with her panties. There isn't a single moment of hesitation as he kisses the wet patch on the front, sending a shiver up El's spine.

"I'm gonna take them off, okay?" Mike says, hooking his fingers under the elastic, though he waits until El nods before starting to pull them off.

It's like unwrapping a gift on Christmas morning, except a million times better. Laying eyes on her most private region, Mike feels a magnificent mix of awe, pride, and longing. It's not like he's never _seen_ one in real life before, he just doesn't count accidentally seeing Nancy's when they were younger, or giving Holly a bath.

"Mike?" El calls, bringing him out of his daze.

"Sorry," Mike apologizes quickly. "It's just...you're beautiful, and I don't think I'll ever stop being amazed by it."

El blushes at the compliment, though she still shifts nervously on the bed.

"Just relax," Mike tells her. "It's my turn to make _you_ feel good."

The girl blushes deeper, nodding. This is so much different than watching, but not a bad different, the _best_ different.

When Mike's tongue swipes over her, El gasps, even louder than before, and the lights flicker again. Mike doesn't notice that, however, all of his attention on El. He licks again, from the bottom of her lower lips up to the little bundle of nerves he'd seen in one of the high school bio textbooks. The lights flicker wildly when he focuses on that little button sized spot, though Mike remains oblivious to it.

Wanting to hear El's sweet melody, Mike presses his face closer, scooping his tongue inside of her. El's gasp becomes a glorious moan as Mike's tongue starts to explore, his lips pressed against her skin. The lights strobe like a nightclub, until finally everything goes out.

Not letting up, Mike brings his hands in, spreading El's folds apart so he can access more of her, and keeping a steady focus on that special bundle of nerves with one finger. He may not have experience with girls, until today, but he's heard the older kids in the locker room the last few years. Whenever someone thought their girlfriend was just faking, their buddies always told them to go for that spot, and apparently it's pretty solid advice.

"M-Mike," El moans, her breathing coming only in short pants. "Mike!"

Something locks Mike in place as shudders run through El's body. He can feel her muscles contracting and fluttering under his fingers, and around his tongue. Some liquid is pushed onto his tongue, which tastes vaguely like how El smells, sweet and alluring. It lasts for several seconds, longer than any orgasm Mike has ever had, but when El finally seems to stop shaking, the pressure keeping him in place disappears.

El is panting heavily now, and looks just about ready to pass out. A thin sheen of sweat coats her body, and as Mike trails his hands up her legs as he stands, he can feel her muscles still trembling.

"That was...good…" El pants. "_Really_ good…"

"I'm not an expert on female orgasms," Mike admits, gently lowering her legs to the bed again. "But if I had to, I'd say that you just had one."

He lays down beside her, content to just watch her in the near-darkness. Even without the light, he can still see every curve of her body, tell how it shifts as she breathes, or when she turns on her side to look at him.

"Will you...do that...more often...?" She asks, finding his hands in the dark.

"Of course," Mike promises, glad she can't see him blush now. "Whenever you want, just say the word."

They lay there in comfortable silence for a while, listening to each other breathe, feeling the heat radiate from each other's bodies.

"So that was sex?" El questions after a while.

"That was foreplay," Mike tells her. "It's like before-sex, it gets you ready to actually have sex."

"So there's more?" El continues, her breathing steady, but still deep.

"We don't have to, if you're too tired," Mike assures her. "This has been amazing already, I won't push you."

"No, I want to do more," El responds, shifting closer, and eventually climbing on top of Mike. "I like this."

El slowly rocks her body against Mike's, his swollen flesh right beneath her body. Despite their rest, he hasn't softened up even a little bit. Every time El rocks, it sends a burst of energy through him, until he finally can't take the buzz any longer.

El lets out a happy cry when he flips them over again. He grinds himself against her, leaning down to capture her lips once more. This may be significantly ahead of when he thought they would get to this point, but that just gives them more time with one another.

She wraps her arms around Mike's neck, pulling him deeper into their kiss, and wraps her legs around Mike's waist, pulling his body closer to her as he grinds. For a while, that's all they need, grinding their sweaty naked bodies together as they make out on El's bed. Of course, the longer they go, the more they want _more_.

"Mike," El pleads, breaking their kiss. "Please?"

Mike couldn't resist if he tried, though he still has to extricate himself from El's arms and legs. If he had more than a moment to look, he'd etch the vision of her shadowed figure into his mind forever. With speed he's never known before, he delves into his backpack, into the secret pocket, and pulls out the single condom he keeps. A quick check confirms that it's still good, and Mike hurries back.

El is exactly where he left her, waiting expectantly for her boyfriend to come back. She watches in fascination as he unpackages the condom and rolls it onto his prodigious length, though most of it is only vague shapes in the darkness.

She can definitely tell when Mike leans down again, his face gaining some definition when it appears mere inches from her own. He can feel her breath on his face, and she can feel his. She can feel his pulsing flesh against her, and he can feel the little shiver of anticipation that runs through her.

"Ready?" Mike asks, lining himself up by touch alone.

El's only response is to wrap Mike up again, pulling his head down until their foreheads touch. Mike takes that as her signal, starting to slowly push forward. Even in the near nonexistent light, he can tell that El is grimacing, so he keeps his pace slow and steady.

Once his head makes it inside, Mike stops, hearing El's ragged breaths.

"We can stop, if it's too much," Mike whispers, not wanting to hurt her. "You don't have to keep going just for me."

El only tightens her grip on him with gritted teeth.

"Really big," She groans, jaw still clenched shut.

While it puts a swell of pride in Mike's chest that his girlfriend just called him big, he can't exactly enjoy when his size is hurting her.

"Kiss me," El requests, and Mike doesn't need to be asked twice.

Their lips lock together, and bit by bit, Mike can feel El start to relax beneath him. Her jaw unclenches, and her tense muscles start to relax. Mike gets so distracted by her tongue asking for entrance to his mouth that he almost misses her starting to rock against him again, the signal to keep going.

Mike continues his forward expedition, feeling the tension return to El's body as he does. Her tongue stops its dance against his, but she doesn't grimace this time, putting every bit of will she can spare into kissing Mike.

When their hips come together, Mike remains perfectly still, in his lower body at least. He can gauge El's adjustment to him by how fervently she responds to his kiss. All he can feel is a tight wet heat like he's never felt before, El's magnificent body, gripping every inch of him.

Quicker than he'd expected, El starts to rock against him again, trying to show in her kiss that she wants more, that she wants _everything_ Mike can give her. Not one to disappoint, Mike starts to pull out, enjoying the little hiss that starts El's beautiful melody.

He starts slow, El groaning when he thrusts in and hissing when he pulls out. Her legs get tighter around him, keeping him deeper inside of her each time he pulls out, and helping him reach greater depths whenever he thrusts. Once he gets a steady rhythm going, El can't keep up with the kiss any longer, burying her head in the crook of Mike's neck as she pants.

Soon, Mike's pace heats up, and the sound of skin hitting skin fills the room, leaking out into the rest of the dark, empty cabin. El's groans and hisses turn to moans as the friction between them speeds up. Her boyfriend's name is on her lips with each one, spurring him to go faster, to reach deeper, and to just give her _more_ with each thrust into her body.

El can't help but try to rock against Mike, attempting to match his rhythm and meet his thrusts. Of all the things she expected it to be, this is so far _beyond_ what she'd been hoping for. Mike is inside of and on top of her body, his grunts and pants are in her ears, his taste is in her mouth, and his body is wrapped in hers. Every time their bodies connect, it's like they become one person, whole in every possible way.

Chancing his questionable upper body strength, Mike reaches down between their bodies, giving that little bundle of nerves right above where he's thrusting as much attention as he possibly can. El writhes beneath him, her back arching up so their bodies press together with every thrust.

Mike has been on the edge almost since the beginning of this endeavor, since El first enveloped him in herself. His control is impressive, but not infinite, and it's about to run out. He just needs to get El there a second time, and then he can let go of his restraints.

"M-Mike!" El exclaims in ecstasy, shudders running through her body just like they had earlier.

On Mike's latest thrust, the invisible pressure returns, holding him in place, hilted inside his girlfriend. When El's arms and legs squeeze him tighter than ever before, Mike just can't hold out any longer. He unleashes a flood of cum into El, a small part of his pleasure-hazed brain hoping that the condom holds it all. They're bound to each other as they reach their high, neither one able to move more than the trembling of their muscles.

When the pressure finally disappears, and El's arms and legs drop to the bed, Mike no longer has the strength to hold himself up, collapsing beside his equally exhausted girlfriend. Neither one has enough breath to speak, but their hands manage to find one another, and that's all they need.

The lights flicker back on around them, blinding them both for several seconds. Once they adjust however, Mike is able to take in the wonderful sight of El, still flushed and sweaty, a nice hickey on her collarbone, staring at him like he's the greatest person on the whole planet.

He's pretty sure that's how he's looking at her too, but he can't be sure.

What he can be sure of, however, is that something white and sticky is dripping down the outside of the condom, which means it broke.

"Shit," He mutters breathlessly, his life flashing before his eyes. It all ends when El gets pregnant, they have to tell Hopper, and the chief shoots him in the face.

"Don't...worry…" El says, squeezing his hand with tired confidence. "Period should...happen tomorrow..."

Alright, if the bio books were correct, that means that El should be safe, but Mike is still nervous. They're too young to have a child, and god knows neither of them can afford it. Until El's period happens, though, it'll be a knot in his stomach.

"We'll be...fine…" El assures him, and he wishes he could have her confidence.

El moves closer to snuggle with him, their bodies starting to cool without the fire running through their veins. They lay there for a while, El content to rest against her boyfriend's chest, Mike overthinking every action they'd made today.

Eventually, the chill gets to them, forcing them to get up. Mike insists on taking a _thorough_ shower, making it his personal task to make sure El is _completely_ clean. El has never enjoyed showering more than with Mike, especially when she got to put shampoo in his hair while he _cleaned_.

Once they're showered and dressed in their warmest clothes, or only clothes in Mike's case, El floats some more wood into the wood stove to keep the cabin warm. Mike makes sure to dispose of the condom where Hopper will never find it, and then joins El on the couch, under a nice thick blanket just big enough to cover them both if they snuggle really close together. Just in time, too, because the power cuts out once again.

"I liked it," El whispers to him, starting to fall asleep after their exhausting activities. "Made me feel special."

Mike smiles, leaning his head against hers.

"And I hope I can make you feel special for the rest of your life," Mike responds. "I love you."

"Love you too," El murmurs, just before sleep takes her.

Mike isn't far behind, more exhausted than he's been in months. He just hopes that this one instance together doesn't follow them forever.

XxX

"See, I told you," El says, holding up a red stained pad to her boyfriend as he makes scrambled eggs. "No need to worry."

"I know, I know, I worried for nothing," Mike admits. "But I think you _very much_ enjoyed my worrying."

El blushes, quickly turning on her heel to throw the pad in the garbage. Tracking her period like Joyce taught her is helpful, but that doesn't make it any less annoying to have to deal with. The cramps haven't started yet, but they will, they always come by the second day.

Their playful banter is interrupted by a hard knock on the door, two times, then one, and finally three. The deadbolts all unlock themselves, and Hopper pushes the door open, a small flurry of snow coming in with him. He knocks his boots on the doorframe and hurriedly closes the door behind him.

"Well, nothing burnt down, so that's a good sign," Hopper mutters, taking off his hat and coat as he surveys the cabin.

Oh, if only he knew.

* * *

As always, thank you for coming, hope you came!

Now we've seen the curious, more submissive, side of El matched with the dominant side of Mike. In the future we'll get to see some clash there, and a lot more of the badass dominant El. Y'all have been requesting positions, toys, locations, and everything, so when we get to all of it, there's gonna be plenty to read.

I don't have as much witty banter today, so I'll leave it here with the next prompt.

Upcoming Prompt: While Mike is away, El asks Will for help

Want to know what that means? Gonna have to wait until the next update!

Prompts are always welcome!


	5. Teach Me

Welcome back fuckers!

Took me a little longer than I expected to get this one done, but here it is. If you haven't been able to tell by now, some of the requests I receive get mixed together, so if I get two that are pretty similar, I combine them. And as has become pattern, this chapter is part of the same hypothetical continuity as the last few, and there's one more to come after it.

For your horny satisfaction, I've prepared a hearty helping of Will and El today! What tom fuckery will they get up to? Read it and find out, cum along for the ride!

Prompt: While Mike is away, El asks Will for help

* * *

"Why couldn't I stay home?" El questions as the Blazer trundles along down the road in the dying sunlight.

"Because I don't need you spending all night on the phone with Mike," Hopper answers, keeping his tone level. "I get that you don't like him being on vacation, but you need a life outside your boyfriend if you want it to last. Take it from someone who knows failed relationships."

El doesn't respond, staring out the window at the trees. He's not wrong about what her plans had been that night, but that doesn't mean she has to be happy about him dragging her out.

When they pull up outside the Byers house, El gets out with a sigh, shouldering her backpack. She packed a few things to do before leaving, but really all she's going to need is the blindfold. Joyce opens the door before they even reach it, smiling at the pair and inviting them inside.

"Make yourself at home, El," The mother tells her. "I know it's not much, but what's ours is yours."

"Thanks for letting her come over," Hopper says as El removes her shoes, leaving them by the door. "Are you ready to go?"

"I just need one more minute," She answers, giving El another smile before disappearing back into the house.

It takes a bit longer than a minute, but Joyce comes back quickly, wearing a different top than before and trying to fasten an earring in place.

"Will!" She calls behind her. "We're leaving now! Make sure you and El eat something for dinner!"

"Bye mom!" A voice calls from the bathroom, accompanied by the squeak of the shower turning off.

"He should be out in a few minutes," Joyce says to El, grabbing her purse from the table. "We'll be back around ten, but if you need us, I left the restaurant's number on the kitchen table."

"Thanks," El murmurs quietly.

Hopper gives his daughter a short goodbye before he and Joyce leave, the Blazer rumbling back down the road it had come from. El settles onto the couch, pulling her feet up underneath her. The TV turns on without being touched, and clicks through channels until it reaches static. She digs into her bag to get her blindfold, tying the black cloth snugly over her eyes.

It only takes a few seconds for the world around her to go dull, like it's far away now. Then the smoke starts to appear, condensing into an image of Mike, carrying his little sister down a hallway. The girl looks ready to fall asleep.

"Did you like dinner, Holly?" He asks.

"Mmhmm," Holly murmurs, laying her head on her brother's shoulder. "Tasty."

Mike smiles as Holly drifts off, shifting her a bit to hold her with one arm, digging a key out of his back pocket. The room he enters has two beds, both pristinely made, at least until Mike pulls the covers back on one of them. He lays Holly down and pulls the covers up again.

"Have a nice nap, Holly," He whispers, and then looks at the clock. His lips purse together in the way El always thinks is adorable. "The show's not until ten, so I should have time for a shower."

El continues watching as Mike gathers his things from a suitcase, pulling off his shoes and socks and leaving them on the floor beside it. When he goes into the bathroom and locks the door, El knows she should stop watching. Mike had explained what 'privacy' and 'spying' meant, and when El shouldn't watch people in the void. In the bathroom was one of the first things on the list, but El can't help herself, she just wants to keep looking at Mike.

Mike turns the shower on before starting to strip down so the water heats up, and El can feel a familiar stir in her body. It happens every time she gets to see the smooth, pale expanse of Mike's skin. The way his mop of black hair contrasts so sharply with his back, the gentle curve of his butt as his jeans come off, and the slight swing of his package as its restraints disappear. She's become _very_ familiar with that package, and just what secrets its deceptively small size hides.

The stir becomes embers when he steps into the stream of water, letting it cascade over him with a sigh. His hair slicks back once it gets properly soaked, Mike turning slowly so the water can get everywhere evenly. After a minute, he reaches for a small bottle, pouring something out into his hand.

El drinks in the sight of her boyfriend, and how his skin stretches tighter over his ribs when he lifts his arms, just barely poking out when he breathes. He's always been skinny, but he has _much_ more stamina than you would think, just not for sports. She swallows hard as he lathers shampoo into his dark locks, starting to hum a song. It's one of El's favorites, Take on Me, which Max had introduced her to as a peace offering, and which she's gotten Mike to learn so he can sing it to her whenever she wants.

Once he's done, he leaves the suds in his hair for a bit, spreading the excess over the rest of his body. When the streams of water wash those bubbles away, he takes a little bar of soap and continues cleaning himself, starting with his face and working his way down.

It's when he gets to his waist that really starts to fan the fire inside of El. He sets the soap down again, though his hands are still slick. Turning away from the water, letting it rinse his hair out, Mike reaches lower, massaging the soft flesh with his soapy hands. His eyes close slowly as he stiffens, reaching the six inches El knows and adores.

Hands moving steadily, one on the top three inches and one on the bottom, Mike works himself over. He can't go too fast, or the sound won't be covered by the running water, but if he goes too slow then he's just teasing himself. His hips start to move as well, back and forth against his hands.

"El…" He murmurs, making El's flames rise higher.

"Mike…" She whispers, wishing she could be there with him.

"El?"

The girl is shocked back to reality when someone lightly touched her shoulder. She quickly pulls the blindfold off, seeing Will standing in front of her, his hair still damp from his shower.

"You okay, El?" He asks. "You were looking a little red for a minute."

"Uh, yeah, I'm fine," El answers quickly. "Need to use the bathroom."

She gets up as quick as she can, disappearing into the bathroom and leaving Will with a confused look on his face. El puts the cover down on the toilet and sits down, trying to make her breathing level again. If she was in the cabin like she _planned_ to be, she could do something about the hot feeling inside of her, but now she's stuck here with Will until their parents get back.

Or is she…?

She'd seen Mike and Will's relationship almost first-hand, so who better to get Mike related advice from than Will? It's not like there's anything _wrong_ with her and Mike's relationship, but she just can't shake the feeling like there's so much _more_ that they could do that Mike hasn't branched into. It's been almost like he's afraid of going beyond the normal stuff with her, which means she has to bring it into their relationship herself.

Flushing the toilet beneath her to make it seem like she actually needed to come in here, El sets herself on her new plan. Will probably has so much he can teach her, she just needs to get him to do it.

She finds him at the kitchen table, surrounded by blank pages and an assortment of crayons and colored pencils. It's fascinating to watch him draw, seeing the lines come together to make an entire picture, and then color enter into it.

"Pretty," She comments, startling Will as he reaches for another pencil, knocking the whole container off the table.

"Jeez, El, don't sneak up on me like that," Will tells her, clutching at his chest like he's been shot. "I scare really easy."

"Sorry," El apologizes, and then floats the fallen pencils back onto the table.

While Will's heart tries to resume its resting pace, El sits down next to him, examining the drawing a bit closer. It's a beautiful sunset, with different hues of red, pink, orange, and purple mixing together over a wall of trees.

"Do you like it?" Will asks after a few minutes of silence. "It's a clearing that Mike and I found one time, last summer. I've wanted to draw it for a while, but I had other things on my list."

"It's really good," El answers honestly, wishing her own artwork could be like Will's. "You must have really liked him."

Will's eyes go wide for a split second before he manages to compose himself, biting the inside of his lip so he doesn't say anything.

"I know that you and Mike had a..._special_, relationship," El continues, remembering the conversation she and Mike had after their first time together. "I'm not mad, but I was...jealous. You got to see Mike every day, to have him be close with you, and even if I didn't know what it was, I wanted to have what you had with him."

Will lets out his pent up breath. If El already knows everything, and hasn't telekinetically ripped his lungs out, he's probably safe.

"Now that I _do_ have it, though…" El says, catching his attention again. "I feel like Mike is holding back with me, like he's scared to do things with me that he used to do with you."

Will blushes _hard_ when memories of what he and Mike used to do come rushing to the forefront of his mind. Most of them are pretty straightforward, Mike fucking him in different positions and different locations, with the occasional smattering of Will being on top to give it back. Some, however, definitely pushed Mike's boundaries, though he'd never said no to Will.

"Mike is...different," Will says eventually. "Once he knows what you want, he'll do everything he can to give it to you, even if he isn't exactly comfortable with it. There were some things I asked him to do that he probably _really_ wanted to say no to, but he could tell it was what _I_ wanted to do, so he went along with it."

"So is it my fault?" El questions. "Does he think _I_ don't want to do more?"

"That might be what he thinks you think, even if it isn't what you actually think," Will responds confusingly. "Sometimes it seems like he can read your mind, but other times, unless you spell it out for him, he's the most oblivious guy _ever_."

"So I should tell him I want to do more?" El asks, slowly getting the gist of what Will is trying to tell her.

"That would definitely help," Will replies. "And if you're anything like I was with Mike, you could try switching positions with him."

"Switching?" El inquires, not understanding.

"Correct me if I'm wrong, but whenever you guys have sex, you're either on your back or on your hands and knees?" He guesses, to which El nods. "I was the same way, until Mike forced me to be on top. At first I couldn't bring myself to actually put myself inside of him, so I rode him from the top. You could do something like that; put yourself on top even if the end result is the same."

El nods, putting the pieces together in her brain.

"I need to practice, so I can make sure Mike knows next time," She decides. "Can you help me, Will? You can tell me if it's what Mike would like, right?"

Will's eyes go wide again, and he blanches white as a ghost.

"O-oh, uh, n-no, I sh-shouldn't," Will stutters, quickly looking away from her. "I-I mean, I c-can't."

"Why not?" El questions.

"B-because, you're M-Mike's _girlfriend_!" Will tells her, as if it should be obvious to the psychic girl. "I can't have sex with my best friend's girlfriend! Mike will _murder_ me when he finds out!"

"Then we won't tell him," El suggests, reaching out and taking Will's hand. "But even if he finds out, I won't let him kill you."

Will doesn't seem at all convinced, and attempts to pull his hand back, but El keeps a tight grip on it.

"You could always make it up to him, if that's what it takes," She whispers, making Will's face turn a deep scarlet almost immediately. "Just don't keep it a secret."

After another futile attempt at getting his hand back, Will sighs.

"You're not going to stop until I agree, are you?" He asks in defeat.

"I won't make you have sex with me," El assures him. "But I still want you to teach me how to make Mike happy."

Will sighs defeatedly again, and then slowly stands. He gently tugs El along with him as he heads to his room, closing the door behind them.

"If I show you some stuff, you have to _swear_ that you won't tell Mike," He says once El lets go of him. "That's the rule, if I help you, then it stays a secret."

"Keep it a secret, promise," El swears, holding her pinky out to him. While it may seem a bit childish to Will, it's El's most solemn oath, and Will takes what he can get right now.

With the pact made, Will still wishing he could do _anything_ else right now, he crosses to his dresser. He pulls an almost empty tube of lube from an old pants pocket, and then crosses to his bookcase. With deft hands, he takes his largest model rocket off the shelf and unscrews the top. When he shakes it, a large flexible object slides out into his hand. Six inches of black rubber, plus balls, as thick around as Will's grip, his fingertips just barely brushing together.

"What's that?" El inquires, coming over to Will curiously.

Will's face lights up like a traffic signal, and he coughs to try to cover some of his incredible embarrassment. The object is slightly squishy in his hand, but firm overall, and still just a bit damp from when he'd cleaned it in the shower.

"It's, uh, it's a dildo," Will answers, not looking in El's direction. "It's an, um, a toy for adults. They're usually for girls, I think, but Mike helped me swipe one from the adult store last summer cause I wanted something to practice with."

"You stole it?" El asks, not knowing Will had it in him.

"Uh, yeah, I did," Will says with an embarrassed laugh. "Mike distracted the clerk at the counter by asking where the bathroom was, and I stuck it in my sleeve when the lady wasn't looking. She kicked us out, but I got what I wanted."

"So I could get one too?" El wonders aloud, which makes Will's eyes go wide again. "To practice with?"

"Oh, um, maybe not from the store in Hawkins," Will tells her quickly. "Especially since you're the chief's daughter now."

El frowns, the idea of having a practice toy seems like a good one.

"So you used this when Mike wasn't around?" El inquires, moving on for now.

"Most of the time, yeah," Will answers, wondering if his face will ever stop burning. "Mike used it a couple times too, but usually it was just me."

"Mike used it?" She questions, trying to picture it, and Will bites his lip.

"Once in a while, he said it was only fair," He explains, remembering when Mike had used it. "Before I had the confidence to actually top Mike, he had me put this dildo inside him, and then he'd fuck my brains out for a few hours…"

He trails off at the end, realizing how much he'd just said.

"Wouldn't it slip out after that long?" El asks, knowing Mike has very energetic thrusts, which seem like they would quickly dislodge the dildo.

"Sometimes, yeah," Will admits, turning the dildo over in his hands. "He didn't seem to care though, he just wanted _me_ to put it in _him_. When I finally started topping once in a while, he'd do the same for me, but we made it like a game."

"What kind of game?" El asks, enjoying learning more about how Mike and Will had interacted in the bedroom.

"It's kind of, uh, _embarrassing_ actually," Will says sheepishly. "I made up the rules myself. Every time I managed to keep it in until I came, Mike would give me a blowjob in the bathroom at school the next day. It was pretty hard to do though, cause it gets really slippery with the lube on it."

"What if you didn't?" El questions. "Keep it in?"

"Oh, well, uh," Will stutters. "Then I would give Mike a blowjob in the bathroom at school the next day. He said that the rules weren't very equal, but I liked them."

El looks at Will's flushed face for a few seconds, seeing the glint of longing in his eyes even if the boy won't look at her.

"You still love him," El states, not a question.

Will immediately starts stuttering out half sentences, trying to string together enough words to deny it, but El knows. She rests a hand on Will's shoulder, which gets him to stop.

"It's okay, Will," She murmurs. "It's hard not to love him."

The boy nods, managing a small laugh to accompany it.

"I do still love him," He says after a stretch of silence. "And if I can't be with him, I'm glad he's with someone who loves him just as much."

El smiles at him, pulling him into a hug. She may not fully understand how relationships are supposed to work yet, but this feels like progress of some sort.

"Now, I promised to teach you some stuff," Will declares, standing up. "Once we're done, Mike's dick isn't gonna know what hit it."

The corny confidence, combined with the dildo still in Will's grasp, actually makes El laugh. She stands as he moves to his bed, pulling the covers back and tossing down the dildo. El gingerly averts her gaze when he starts to strip, which makes Will actually laugh this time.

"You're gonna see it one way or another," He tells her. "No shame in seeing the unveiling if you're getting the in-depth tour."

El blushes at his statement, which has none of his previous shyness in it. Will tosses his clothes onto the floor, leaving him completely naked in front of his best friend's girlfriend. Without really meaning to, El's eyes gravitate toward Will's package, which he notices.

"Yeah, I'm not as big as Mike, for sure," He admits. "Not even close, really. Mike's just got a whole nother _limb_ down there."

A giggle bubbles from El's throat at Will's joke, and Will smiles.

"This dildo actually came in handy with practicing," Will informs her, taking the length of rubber in hand again. "We got it before Mike hit six inches, so I got to prepare myself a little more for him ahead of time. It's about as thick as him, too, so that was a big plus."

He has El's rapt attention, and with the level of focus on her face, he's surprised she didn't bring a pad to start writing notes. Before his rush of foolish confidence completely runs out, he waves El over, and sets himself up.

"So, from now on, this dildo is Mike," Will tells her. "Anything I do to it, is what I would do to Mike."

El nods, watching carefully as Will puts the rubber balls against his sheets, the six inch length listing to the side a bit in his hand. Will, on his knees, leans down to it, keeping his butt nice and high in the air.

"Always start with the tip, Mike's is sensitive, but he doesn't like to admit it," Will instructs, proceeding to swipe his tongue over the rubber tip a few times, and then dig his tongue into it. "Just use your tongue in the beginning, it helps build him up a little more. Once you've got the head nice and wet, don't forget to go under the rim. It's really sensitive too, so it pays to use it."

Demonstrating, Will maneuvers his head around the black rubber, digging his tongue into the lip where Mike's head would start.

"Then, just before he starts to whine," Will continues. "Start by kissing the tip again, and then try to get the whole head pretty quickly. Another thing Mike won't admit to is that he kinda likes when your teeth brush against him on the top, but don't do too much, or it's more like a scratch."

El commits every word to memory, along with just how Will is moving his lips and tongue when he demonstrates something. As she watches, Will continues down the shaft, leaving the top few inches shining with saliva. It's when he _keeps going_ that really amazes her though.

"How do you do that?" She interrupts, when two thirds of the dildo are down Will's throat. "Without the coughing?"

"Oh, deepthroating?" Will responds, leaving a thick coating of saliva this time. "You need to train your gag reflex so you can suppress it. I spent _weeks_ with a cucumber before I managed to surprise Mike with it. Just be careful if you do it, Mike makes it a little hard to breathe with how big he is."

That's something she can definitely agree with, Mike is _enormous_.

"Once you get good at it though, it can be pretty easy," Will informs her, sitting up again. He lifts the dildo and opens his jaw wide, making El's jaw drop when he slides the whole thing into his mouth at once, the rubber balls against his chin. Then, just as smoothly, he pulls it out and grins.

"That's amazing," She whispers, as if afraid saying it too loud will break some kind of illusion on the room.

"I've had a lot of practice," Will says. "Like, _a lot_ of practice, on Mike. If you practice, you'll be able to do it too."

This is _definitely_ not how he'd seen his evening going, but at least El seems impressed by his teachings.

"Alright, I think you probably understand the basics of blowjobs, so we can skip ahead for now," Will decides when he's done basking in El's praise. "Next I'll show you how the whole 'switching positions' thing I mentioned works."

El nods, getting back into learning mode.

"Now, I'm not a girl, so I can only do this one way," Will explains, grabbing the tube of lube. "You'll have options, but I'd stick to the normal way for now. If you ever want to try doing anal, though, make sure you use plenty of lube."

"Why?" El questions, cocking her head to the side.

"Well, uh, your _other_ place lubricates itself, so you usually won't have to worry," Will answers, gesturing down without looking at her. "But this one doesn't, so you need to use lots of lube, or else you'll get all red and raw, and then you won't be able to sit normally for a week."

That seems sufficient for El, nodding vigorously and filing the information for future use. _Far_ future use…

Meanwhile, Will squeezes some lube onto his fingers and reaches underneath himself. He'd just done it this morning, so he hasn't fully tightened up again yet, which makes it much quicker than starting from nothing.

Once he's satisfied, he sets the dildo down behind him, between his feet with the balls facing out. He lays his feet on top of the balls to hold it in place, not wanting it shifting too much. It's already well lubricated with Will's saliva.

"For this, Mike would be laying down underneath," Will instructs once the head is in position. "If you need some more leverage, put your hands on his chest, and if you really want to make Mike feel good, play with his nipples a little. Don't pinch them, though; pressing and rubbing are fine, but pinching is what Troy does to him in the locker room."

El makes careful note of those tips, studying Will's form. This is all going to be really helpful once Mike comes back. She also files the information about Troy away for future plotting.

"The best part, you get to set the pace," Will tells her, sitting back onto the dildo, sighing as it slides into its familiar sheath. His eyes close as it enters him, and he can't help the small groan that escapes his lips. Once he's sitting on his legs again, he lifts himself up, holding the dildo down with his feet. "But, if he wants more, he can thrust up, too. You'll know when he's gonna do it, though, cause he'll put his hands on your hips."

By now, El feels like she _should_ have brought a notebook to write all of this down in. Remembering everything she's learning now will be a challenge.

Will continues to ride the dildo, and El can't help but notice his erection springing to life. He's only an inch off from Mike in length, though he is much thinner as well. Still, it's not _small_ by any means.

"What about the regular way?" El asks, getting Will's attention again. "If Mike is still on top, is there anything I can do that he would like?"

"Oh, um, aside from making out?" Will responds, coming to a rest. El nods, and he gets a thoughtful look on his face. "Well, the nipples thing can be pretty universal, or if you can get a hand in his hair. Something _else_ he won't admit to, he likes when we play with his hair."

_That_ El makes a definite note of. She's had her suspicions, but Mike always seemed to shrink away from people touching his hair. Maybe it's part of the getting closer.

"Side note, for the blowjobs cause I forgot," Will continues, bringing El out of her mental notepad. "He probably hasn't done it for a while, so it'll be _really_ effective. If you stick a finger inside of him and start feeling around, I _guarantee_ that he'll go absolutely crazy."

"This is all perfect, Will, thank you," El tells him, a big grin on her face. It's when her eyes go lower that Will gets a slightly uneasy feeling again. "I know _exactly_ how to thank you."

Without any signal from the boy, El starts to remove her clothes, first her oversized flannel shirt, and then her newer t-shirt, leaving her in just her bra.

"W-wait a second," Will says quickly, averting his eyes. This is _not_ what he agreed to earlier. "This w-wasn't part of the d-deal, El. We c-can't-"

He gets cut off when the dildo inside him starts to move, slowly but steadily, up and down. Unbeknownst to the one moving it, her aim is straight on for one of Will's more _sensitive_ areas, which he had been trying to avoid. Stars explode through Will's vision, and he barely notices the bed shifting until El puts her hands on his shoulders.

When he can see clearly again, he's met by the sight of El's naked body. Aside from diagrams in textbooks, this is the closest he's ever been to even _seeing_ a naked girl. El smiles at him, and he tries to look away, but he dildo hits that same spot _again_ and _again_ on repeat.

"This is just between us, Will," She whispers, leaning her forehead against his. "Mike told me how the bullies tease you for being gay, and for being a virgin. You're my friend no matter what, so I think I can help you lose your virginity at least. Then they can't use it against you."

It makes sense, a twisted and _weird_ type of sense, but sense all the same. It's hard for Will to think right now, his thoughts getting scrambled every few seconds, but with what little control he still has, he nods.

"We, ngh, we need a co-, ugh, a condom," Will pants slowly, losing his sentence every time the dildo pushes back into him.

El smiles, remembering where Mike and Will had hidden their collection of stolen condoms. A little plastic package floats over to them, as does a tissue. The packet opens itself, making its way onto Will's throbbing erection, and El uses the tissue to wipe a bead of blood from her nose.

With a gentle tug, El lays back on Will's bed, pulling him with her. It's all Will can do to try and keep his vision in focus, his sight of El swimming in and out of focus, and it takes him quite a bit longer to be ready to go any further. Thankfully, El seems to catch on to what's making it so difficult, letting the dildo come to a rest.

"Th...thanks…" Will pants as he comes back to himself.

El is waiting patiently beneath him, silently wiping the beads of blood away from her nose every so often. Will makes very different sounds than Mike does, which send a different kind of stir through her body.

"I-I'm gonna, uh, p-put it in now," Will stammers, lining himself up with El. Even without any first hand experience outside of Mike, she can tell that Will is _beyond_ nervous. He's practically trembling, and they haven't _done_ anything yet.

His pulse racing and his breathing already ragged, Will slowly pushes into El. For her part, she lets out a small sigh. Will isn't nearly as challenging to take in as Mike, not needing any significant adjustment as he continues to press forward.

"Rgh," Will grunts as their hips finally meet, though he's looking more at the pillow beside El's head than at her. "A-all in."

"Will," El whispers, gently touching his cheek. "Look at me."

The boy does as asked, his eyes locking onto El's just before she leans up, pressing their lips together. His eyes go wide, and he knows he should pull back so Mike doesn't murder him later, but the primal part of his brain doesn't agree. Kissing El, knowing her lips have been on Mike's, is a good second to being able to kiss Mike.

Will isn't quite sure when his hips start moving again, or even if _he's_ the one moving them, but by the time he and El break for air, there's a steady rhythm between them. The both of them are panting for air, their breath mixing together between them, and El's arms move up around Will's neck.

"H-how...is it...?" Will questions, really hoping he's not doing a terrible job. Knowing Mike, the bar is probably pretty high.

"You're doing...just fine…" El pants back, rocking in time with his thrusts. "Easier...than Mike…"

They both smile, taking Mike's prodigious size has always been one of their greatest challenges. It feels _amazing_ once it's in, but getting through all the stretching and preparing can be an _achingly_ long time.

Will's rhythm is smooth and steady, right up until six inches of black rubber drive into his prostate, propelling him forward with all his might. Unlike the dildo's previous slow pace, this time it's like a jackhammer, and all conscious thoughts in Will's head disappear.

He barely even registers when El flips them around, straddling his hips without taking him out of her. Despite the sheets just beneath, the dildo doesn't let up, driving into Will again and again without the slightest restraint.

"It's your reward," El tells him, to which he can only groan in addled ecstasy. "And I wanted to practice."

Taking every note from Will's lessons, El starts to grind against him, not ready to do more just yet, but enjoying each little moan and ecstatic whimper that comes from his mouth. Being on top feels so much more free, and so much more _in control_ than the bottom.

When she starts raising her hips off of Will's, she soon discovers that it requires much more strength than she has. Luckily, Will had already given her the answer, and she leans her hands on his chest for leverage, letting his nipples lay between her outstretched fingers. She doesn't pinch, just like he'd taught her, but she ghosts around them, Will's eyes scrunching tight as every nerve in his body seems to fire at once.

Soon, El has a rhythm of her own going, which she marks with Will's racing heartbeat. Every three beats is another cycle, their bodies coming together for an instant, only to separate again.

"Ah, El, ngh, I-I'm, ugh, I'm c-close!" Will cries, not even trying to keep his volume down in the empty house.

El smiles, glad that everything she's doing is working. With this new angle, which she has full control over, she's almost there herself. Every once in a while she still has to wipe her nose, but she doesn't move her hands from Will's chest.

"E-El!" Will exclaims, his control running out.

She can feel a swell of heat inside of her, though not the great outpouring she gets from Mike. It's enough, though, to push her that little bit over the edge, her muscles spasming in delight as her mind floods with ecstasy.

El rides out a high like she's never experienced before, a new drug to be addicted to, until finally the surge fades away. Her muscles go slack, and it's a good thing her hands are already braced against Will's chest. She finally opens her eyes to look at Will, finding him just as much a flushed, panting, sweaty mess as she probably is right now.

"Not a...virgin now…" She congratulates with a smile.

"That...was...incredible…" Will manages to say, but he's breathing even heavier than she is. It may have something to do with the toy that's currently driven so deep inside him, the balls having made a great effort to enter him as well. When El had tensed, it had slammed into him, and only tried to continue on its way until her orgasm was finally done.

Once she can feel all of her limbs again, El extricates herself from Will, the damp inflated condom falling against his stomach. She lays down beside him, snuggling against his side like she normally would with Mike. Whether it's her boyfriend or not, she likes the _closeness_ after everything, not moving.

As his mental faculties start to return, all the things wrong with what just happened start to run through Will's mind. He just had _sex_ with his best-friend-slash-ex-boyfriend's girlfriend, they'd _kissed_, and now they're _cuddling_. If Mike ever finds out, Will is six feet under.

"I still prefer Mike," El murmurs softly, resting her head against Will's chest. "But this was nice."

Will can't even _begin_ to think of what to say, but El doesn't seem to need a response from him yet.

"We don't have to tell him," She continues. "But I think we should. I don't think he'll get as mad as you think he will."

"He can get pretty mad," Will comments quietly, knowing how Mike explodes on the bullies at school. "And I don't want to be on the other end of that."

"It's up to you," El assures him. "But you could always offer him an apology."

Again, Will thinks the whole concept of relationships and cheating are going straight over El's head, until he feels the dildo start to come out of his body. She means _that_ kind of apology.

He'd love to, he _really_ would, but Mike would probably never go for it. Offering up something he could get for free just doesn't have the same weight to it.

"Friends don't lie," El reminds him, telekinetically laying the dildo on the floor.

No, friends _don't_ lie, but apparently they _do_ have sex.

* * *

Thank for coming, hope you came!

Yes, El and Will have done the deed, and Will has passed on some of his _extensive_ knowledge of Mike's sexual preferences. Will they tell Mike? Will Mike try to murder his former boyfriend? Will El ever understand the modern concept of a relationship? Do any of these questions really matter? Find out all this and more, next time! Until then, the upcoming prompt might give you some answers

Upcoming Prompt: El catches Mike and Will together, so they have to make it up to her

Can you figure it out now? If not, guess you'll have to wait.

Prompts always welcome!


	6. Apology

What's up fuckers!

It's ya boi, back again to sling some smut at ya! This one today is a doozy, which comes from what is assuredly the _most_ detailed request I have received to date! Not only did it include a prompt, characters, and kinks to be included, I was sent a _plot skeleton_ that took up _three pages_ once I copied it into my word processor! _AND_ titles of _videos_ just for reference while I was writing! Whoever you are, sir, madam, or individual, I must say I like your taste, and I hope I've done your plan justice. All I really had to do was add in the details and most of the dialogue.

As a reminder, this will be the _final_ installment of the consecutive connected one-shots that stem from the first chapter. I have had requests for other things, but I will throw those in at random just for the sake of variety. To those of you who want to see more than just Mike, El, and Will, send me some prompts with the other characters. These one-shots come from you horny fuckers, I just bring them to life. As we've now established, I do accept references (just from ph though, I'm a lazy son of a bitch, so keep them all in one place), and _exceedingly_ detailed plot skeletons.

Now, without further fucking ado, let's get to the fucking...

Prompt: El catches Mike and Will together, so they have to make it up to her

* * *

"What the hell, Will?!" Mike demands, slamming the boy's bedroom door behind him. "You had sex with El?!"

"It was her idea, I swear!" Will responds, but he knows that trying to reason his way out of this is futile.

"El just learned what sex is!" Mike shouts, getting right in his friend's face, forcing Will to look up. "You should know better!"

"I'm sorry!" Will pleads desperately. "She wouldn't let me go! It's not like I can fight with her!"

"You can say no!" Mike retorts, and then angrily turns away, his hands clenched at his sides. With a grunt of anger, he kicks the side of Will's bed, though he only succeeds in hurting his foot.

This is _exactly_ what Will had been afraid of, but he just couldn't keep that kind of a secret from his best friend. He has to own up to what he did, and accept whatever consequences come of it.

"I'm really sorry, Mike," Will says more quietly. "I knew I shouldn't have, but I still did it, and I can't undo it. If I could make it up to you, I would-"

"Make it up to me?" Mike interrupts incredulously. "How the _fuck_ can you 'make up' for sleeping with my girlfriend?!"

Will can't look him in the eyes, so he takes a great interest in Mike's socks. They're always pristinely white, soft and new as opposed to his old, off-color hand me downs. That's what this plan feels like, offering Mike a hand me down.

"You can use me," Will finally manages to answer, which gives Mike's anger a moment of pause. "Whatever you want to do, I won't resist."

"Are you serious?" Mike asks, brows furrowed together. "Your plan to make it up to me is asking me to cheat on El?"

"Well...it's not...I just thought…" Will tries to respond, but struggles to find the right words. "Since El and I had sex, it would be even if you and I did it too."

Mike can't even _believe_ what he's hearing. This is the kind of logic he would expect from El, since she hasn't quite grasped the finer workings of what relationships are yet, but Will knows better. Will seems to read that on Mike's face when he finally looks at it.

"I just...I miss you…" He murmurs, looking at the floor again. "I'm happy for you and El, but I miss being with you."

Some of his anger dissipates when Will says that, but not all of it. Mike won't deny fantasizing about Will every once in a while, about what they used to do together, but he's with El now. She's everything he needs, the love of his life.

Still, he and Will had something, and it's not so easy to uproot that so quickly. They shared so much with each other, sexually and romantically; things that he's only just starting to share with El. Maybe one last time won't be the end of the world for him…

He can't just let Will off scot free though, not by a long shot.

"Strip," He orders, breaking the stretch of silence that had formed between them.

Will looks up, disbelief abundant in his eyes. When he sees the hard light in Mike's eyes, though, he wastes no time in complying with the order, soon standing naked in a scattered pile of his clothes.

Mike steps right up against the smaller boy, who keeps his eyes fixed ahead, waiting for his next instruction. Taking a fistful of Will's hair, Mike yanks his head back and smashes their lips together, cutting off Will's little yelp of pain. A shudder runs through Will's body as Mike kisses him, and he's left panting when Mike pulls away, pulling Will's tongue with him until it slips through his teeth.

A heavy hand comes down on Will's butt with a loud slap, shocking Will right into Mike's chest and pulling his own hair. It's been months since Mike touched him like this, with unchallenged authority, and it all sends fire through Will's veins and lightning through his nerves.

After another hard spank, Mike lets go of Will, stepping back and undoing his belt. Will watches, mesmerized as the cargo shorts drop to the floor, revealing a steadily growing tent. The smaller boy barely even notices when Mike removes his shirt, his eyes transfixed by the bulging fabric below his waist.

"Take them off," Mike instructs, and immediately Will sinks to his knees.

His face almost touching the fabric, Will hooks his fingers under the waistband of Mike's underwear, slowly sliding them down past the tent. Freed from its restraints, the stiffening flesh comes to rest on Will's face, right against his nose.

He breathes in the delicious musk of Mike's body, a scent he's been deprived of for too long, sending aches of longing through every cell. It's bigger than when he last basked in its glory, closer to six and a half inches than six.

"Suck it," Mike tells him, wanting a quick warm up before the main event.

Will doesn't hesitate, reaching up to start stroking the base while he engulfs the head. His mouth waters at Mike's taste against his tongue, helping to slick the whole shaft as it runs past Will's lips. Like he'd advised El, he makes sure to dig his tongue into the tip, drag it around the base of the head, and let the tips of his teeth just barely brush against Mike's engorged flesh.

While he would love to savor every second of Mike being in his mouth, Will knows that this isn't the give and take of when they used to be together. This is Mike taking total control of Will, in ways the smaller boy had spent _weeks_ coaxing out of him. Mike, by nature, isn't the type to be rough without reason, but Will had convinced him that it's alright between them, and discovered that sometimes, a _little_ pain from the _right_ person can feel _amazing_.

Working his way down the shaft, Will eventually runs out of space for his hands, dropping them to his lap when Mike's fingers twine into his hair. The dark haired paladin holds his smaller lover against him, the boy's nose buried in the neatly-trimmed bed of black hair. Will gurgles around the massive intrusion, his throat twitching and constricting despite his relative control of his gag reflex. It starts to get more frantic when stars appear in his vision, his lungs starting to burn for want of air.

All at once, Mike pulls Will's head back, thick strands of saliva maintaining a bridge between Mike's flesh and Will's lips. The smaller boy gasps for air, though he misses the pulsing flesh being inside of him. While Will gets some breath back, Mike rubs the slick head of his cock against Will's cheek, leaving it glistening in the light. Still panting for air, Will's tongue reaches for Mike's length, so Mike moves his second hand back to Will's hair.

"I guess you're ready for more?" He questions, resting his saliva soaked head on Will's bottom lip.

The boy's only response is to try to start sucking again, but Mike's hold is steady, so Will has to settle for his tongue.

"I'm going to fuck your throat," Mike tells him, his voice a low growl as Will's tongue tries to get everywhere. "Then I'm going to _destroy_ your ass."

A shiver of anticipation runs through Will's body. He loves when Mike talks dirty to him, especially when he's _telling_ Will what's going to happen, not asking. No matter how much time passes, or what label they decide to use between them, he'll always be Mike's little slut.

Once he's satisfied with Will's desperate tongue service, Mike abruptly thrusts back into the boy's throat, burying Will's nose against his skin once again. Will tries to cough at the abrupt intrusion, but only succeeds in constricting Mike's flesh. Mike doesn't wait for Will to settle, starting a hard rhythm of thrusts into his former boyfriend's throat.

True to his word, Will doesn't resist, keeping his hands in his lap and resisting the urge to jack off as Mike abuses his throat. This isn't the first time Mike has skull fucked him like this, but it's definitely the most aggressive, which just makes Will wish they were still together. Mike is the perfect combination of rough and gentle with Will, fucking his throat with reckless abandon, but gentle enough to let him gasp for air every so often, rubbing Will's own saliva all over his face and thumbing the tops of his ears the way he loves.

The whole time, Will gurgles and chokes as the hot rod of flesh delves into his throat. The back of Will's mouth starts to ache where Mike's cock rams into it before deflecting downward, but it's a good ache. When Mike pulls out he sucks in as much air as he can, wishing he could take in air another way so Mike wouldn't have to disconnect their bodies.

When Mike's grip gets tighter, Will knows that he's close. Deep in his throat, he can feel the telltale twitch of Mike's flesh just before Mike slams forward, his balls slapping against Will's chin, and Will's nose digging into his bed of black curls. With only a primal grunt, Mike starts to shoot his load directly into Will's stomach.

Ever a fan of visual effects, Mike retains enough presence of mind to pull out before his orgasm is fully spent, shooting two nice big spurts onto Will's flushed face. It's like looking down at an angel; a red faced, saliva coated, cum covered angel that's panting like a dog. The same face he's seen almost every day since kindergarten, and the same face he's made look like _this_ so many times, looking up at him with eyes devoid of anything but complete devotion. It's a little terrifying sometimes, to know that someone, let alone Will Byers, will do _anything_ he wants without a _single_ question. What's even more terrifying, however, is what Will Byers manage to think up for Mike to do to him.

Honestly, some of the things Will has wanted to try didn't just _push_ boundaries, they _obliterated_ them, and forced Mike to establish new ones several times.

Mike pushes the memories from his mind. This isn't the time to reminisce on Will's _many_ kinks.

"Get on the bed," Mike orders, covering up the fact that he's still breathing a bit heavily from exertion. "On your knees."

Will wobbles a bit when he stands, putting a hand against Mike's chest to steady himself. Mike turns him toward the bed, taking note of the cum slowly sliding down Will's face, and how once the smaller boy is in position he makes quick work of fingering it into his mouth.

Mike enjoys the sight for a few seconds, Will eating cum off his face with his ass high in the air, begging for attention. Only too happy to comply, Mike steps up behind his best friend, bringing his hand down again with a loud slap. Will groans as Mike starts to massage the pristinely plump cheeks before him, and lets out a small cry when Mike spanks both at once.

"Do you like that?" Mike asks, massaging the flesh again.

Will nods, fingers still in his mouth, so Mike brings his hands down on Will's ass again, harder than before.

"I couldn't hear you," He tells his smaller lover, his massage getting rougher and making Will groan down into his comforter.

"Yes," He finally answers when Mike spanks him again, only to get yet another hard spank as a response. "Yes sir!"

"Much better," Mike says, finally helping to spread Will's cheeks apart, revealing a tiny puckered hole and sending a shiver through Will's body once more. "Now, tell me what you want."

"Mmmm," Will moans, only half focused as Mike's thumbs press against the skin next to his entrance. He earns himself another spank, shocking him back to reality. "P-please fuck me."

Mike considers the request for a second, and then spanks Will again, the boy's cheeks starting to turn a nice red already.

"Ah!" Will exclaims as Mike's hands start to strike every few seconds. "St-stick your cock in my ass, Mike! Please, just fuck me!"

"If you insist," Mike responds, stepping back from Will's trembling form. He leaves Will wanting as he retrieves the lube from Will's drawer.

Mike's cock is already slathered in a thick coating of Will's saliva, so all he needs to do is squeeze a hearty helping into Will's hole, spitting on him for good measure as well. It's when Mike's fingers start to ghost around Will's hole that the smaller boy finally has to break his silence.

"Don't tease me, Mike, please…" Will pleads, wiggling his ass toward his ex-boyfriend. "Just stick it in and fuck my brains out."

Even in his pursuit of his 'getting even', Mike hadn't intended to fuck Will cold, but he's not about to argue with his slutty little firecracker. Once Will _wants_ something, especially from Mike, he has a way of getting it, one way or another. He may be more than willing to do anything and everything Mike tells him, but he can still think for himself.

Lining himself up, he has to keep a hand on Will's hips to keep the boy from pressing back and spearing himself. Obviously the vigorous throat fucking hadn't drained Will as much as it had originally seemed.

Not wanting to disappoint Will, and looking to let loose a little more than normal, Mike surges forward into Will all the way to the hilt with a single quick thrust. Will makes no attempt to hold back his scream as Mike fills him to the brim, his back arching under Mike's hand, his toes curling up, his eyes rolling back, and his fingers gripping the sheets for dear life.

Mike doesn't stop there, immediately starting a pounding rhythm into Will's body, the sound of skin slapping against skin filling the room and probably audible to the entire empty house. Will doesn't even try to keep quiet, moaning and screaming Mike's name as loud as he can while his dark haired partner hits every bundle of nerves in Will's body.

"M...Mike!" Will screams, half muffled by the sheets beneath his face. "P-please I- ah! Ah! AH!"

He can't even finish his sentence as Mike's thrusting turns his mind to jelly. If he were still capable, however, he would plead for Mike to touch his cock. All he needs for the greatest orgasm he's had in months is for Mike's hand to even _brush_ against his sensitive flesh.

Still, even if his orgasm has to wait, _this_ is what he'd been hoping for at the end of this idiotic plan. Getting Mike to fuck him like a slut had taken weeks and months of convincing to get past Mike's protectiveness, but once it happened, boy did it _happen_. Even with plenty of lube, Will hadn't been able to sit right or walk straight for days, and with any luck, _this_ time might last almost a week.

Even if he had the mental resources to try to rock against Mike's brutal rhythm, Will's body isn't listening to _his_ signals anymore. Every cell in his body is responding to Mike's, fire and lightning coursing through him with every thrust.

Then, all of a sudden, it stops…

"So, you and Will are 'playing video games today', is that right?"

Caught up in their activities, neither of the boys noticed the bedroom door open, or El standing in the doorway, until she telekinetically froze them. Mike's eyes go wide at being caught balls deep in his ex-boyfriend by his (hopefully still) current girlfriend. However, he can't move a single muscle to even turn to look at her.

"E-El, this is...we were just...we're not…" Mike stammers, trying to figure out _how_ he can explain this without getting dumped or force choked.

"It _looks_ like you're having sex with Will," El interjects, coming closer to stand beside the bed. "And that Will is having a _very_ good time."

When he catches sight of his girlfriend, Mike's breath hitches, and a throb goes through his erection. She's wearing yet another punk outfit, courtesy of her day spent with her sister, which is also the reason Mike had decided to hang out with Will. Her makeup is done, and her hair is teased back from her face, though not entirely slicked like last time.

Her outfit, however, is what sends that throb through Mike's flesh, and at the back of his mind, he knows if Hopper ever finds out what clothes his daughter is wearing, El would never be allowed to leave the house again. She has a black Metallica shirt on under a leather jacket with studs on the shoulders, with a black skirt that only makes it halfway down her thighs. The rest of her legs are covered by black fishnet stockings, and she has a thick black belt with the same studs covering it as are on her shoulders, a thin metal chain hanging from the side. She has a small duffle bag slung over her shoulder, which she sets down with a thud.

"Do you like it?" El questions, turning so Mike can see the whole outfit. "Kali and Mick said you'd like it."

Mike has no idea who either of those people are, it's a wonder he knows that El even _has_ a sister, which is still a secret from Hopper. He does like it though, he likes it _very_ much.

"Now, care to explain what you're doing?" El continues once her display is finished. "Since you've had a second to think now…"

Nope, still no way he can possibly explain fucking his best-friend-slash-ex-boyfriend to his telekinetic girlfriend.

"That's a shame, it seemed like you were having fun," She comments when Mike remains silent. "Oh well, I guess I'll just have to add in some fun of my own."

With an air of nonchalance, El leans forward, Mike's torso leaning toward her, planting a kiss on Mike's lips. She smiles at the confused teen before starting to remove her latest punk outfit. Unable to move, Mike gets a wonderful view of El stripping down, until she's left in a plain black bra, matching panties, and an item of clothing Mike doesn't have a name for now, but will soon learn is a garter belt.

"Dottie said I put these two on in the wrong order," El comments as she starts to remove her panties, slowly pulling them down over her fishnet stockings. "But if I put the underwear on first, I'd have to take the fishnets off before I could take these off later."

Mike's pulse is racing, waiting to see what El does about his instance of infidelity. The fact that he's still very much erect inside of Will's ass does nothing to lessen his concerns.

"Luckily for you guys, Kali and her friends helped me get everything I wanted," El informs them once her panties are on the ground. She kneels next to her duffle bag, which Mike can't see past the edge of the bed. "I think we can use _these_ until you have an answer for me."

When she stands again, she's holding two black rings of two different sizes. They seem pliable in her hands, but Mike can't help but gulp at the new toy.

"We'll give the smaller one to Will," El says, one of the rings floating from her hand. Mike loses sight of it when it goes under Will, but evidently it does _something_ because all of Will's muscles tighten around Mike's dick. "And for Mike, a nice big one."

Without his command, Mike's body moves backward and Will's moves forward, until the head of Mike's cock pops out of Will's ass at full attention. This time, El climbs onto the bed, stretching the ring out a bit by hand and slipping it down Mike's already painfully erect length. However, she doesn't stop at the base, she releases the top and maneuvers Mike's balls into the ring as well. Almost immediately, Mike can feel more pressure in his dick, and feel it throb more powerfully than seconds before.

"Perfect," She comments once she's done. "Now, once you can answer my question, I'll take them off for you."

With that, Mike and Will are released from their restraints, though Will is still recovering from the assault on his ass. Mike doesn't dare to speak, not sure how to answer El's question and not eager to do anything she doesn't want.

"Cat got your tongue?" El teases, coming up beside her boyfriend on the bed once again to kiss him. "In that case, I know _exactly_ where to put it."

Just as Will manages to sit up, still breathing heavily, El shifts across the bed, leaning back against Will's pillows. She spreads her legs apart, and a mental push tells Mike to move closer. El pulls him up to kiss again, her tongue sliding into Mike's mouth just as his always does to her, eagerly exploring its new territory. Mike doesn't resist, letting El direct him as she pleases.

Once she has her fill, she twines her fingers into his hair, guiding him lower until he's almost touching her lower lips.

"Since a cat has your tongue, my pussy should be a good place for it," She says, hesitating a moment before saying 'pussy', as if trying out a new word.

When the dark haired teen doesn't seem to follow, El sighs and presses his head against her. _That_ signal Mike can't screw up, setting to work with his tongue against El's sweet flesh, getting a much more satisfied sigh from her this time.

"Now, Will, while Mike's busy, why don't _you_ answer my question?" El asks, massaging Mike's scalp while he eats her out. "What were you doing?"

"I...I, uh…" Will starts, unable to look El in the face, until his face just turns toward her without he command. "I t-told Mike, about us, and he was m-mad, so I was trying to m-make it up to him."

He has genuine fear in his eyes, being the third wheel with the couple right now, especially since one of them could kill him without moving a muscle. This had been El's own suggestion, but sometimes it's hard to know if she's serious or sarcastic because they sound the same.

"That's so nice of you," El responds, smiling at the boy until her eyes scrunch closed, her fingers tightening in her boyfriend's hair. "You, ah, you looked like your were, ah, enjoying it."

"Oh, um, y-yeah," Will replies sheepishly, feeling the air of the room _inside_ of him now because he's spread. "I, uh, I liked it...a lot…"

"Then why don't you, ah, return the favor?" El suggests, trying to maintain her previous image as Mike's expert tongue continues its dance. "I'm sure Mike, ngh, won't mind, right Mike?"

El pulls her boyfriend's head back, letting him pant for air as his raven hair sticks to his forehead.

"An...anything...you want...El…" He manages to say, not really in any position to refuse her. Plus, it's been months since Will topped him, and that once in a blue moon experience is always something to enjoy.

"If, uh, if you _want_ me to…" Will decides, still very much erect from Mike's efforts. "I just need to, um, get him...you know…"

He trails off, El only paying half attention to him, and most of his attention on the smooth expanse of Mike's ass. While he would _prefer_ for Mike to finish what he's started, if it's what it takes for El not to psychic murder him, he can _definitely_ give some of that back to Mike.

Shifting behind his best friend, Will takes a nice handful of each cheek, spreading them as far apart as Mike's skin will allow and revealing his prize. Mike's hole is much smaller than Will's, likely because he hasn't played with it nearly as regularly, though it still seems like he keeps it clean.

Mike groans when he feels Will's tongue swipe over his entrance, but he doesn't dare let up in his current task. Even when Will's hot tongue forces its way past the tight ring of muscles at Mike's entrance, wriggling around inside like a snake, he can only moan against El's damp flesh. Will's hands grasp Mike's cheeks for leverage, and almost unconsciously, Mike raises his butt higher so Will can get a better angle on him.

The taller boy holds back a whimper when Will's writhing tongue disappears, only for it to be quickly replaced by a slender finger, sinking down to the last knuckle and having a nice feel around. It gets harder and harder to focus on his most important task, pleasing his girlfriend so she won't murder his ass, but when El's fingers tighten more than before, Mike knows he's succeeded, for now.

El lets out a powerful groan, her whole body tensing as her climax washes over her. Mike's face gets pressed even harder against her, which he certainly won't complain about, and El's sweet nectar flows onto his tongue. He laps it up greedily, trying everything he can to help prolong El's orgasm.

It's when Will adds a second finger that Mike is shocked back to reality, feeling the slender digits working in tandem to spread him out. It's been a long time since anything other than Mike's fingers have been up there, and even then that's only to keep himself clean. The quick addition of a third finger makes Mike's dick throb beneath him, but he doesn't dare ask for a release yet.

Will can feel the rush of adrenaline that comes with being on top, adding finger after finger to Mike's body to prepare him. He can feel the way Mike's muscles quiver at his touch, how Mike's back is arched just so Will can finger him better, and how Mike can't help but squeeze his fingers when Will presses against one of his sensitive areas. It's an intoxicating feeling, from the first time he'd done this until this very moment, he could finger Mike's ass for _hours_.

Unfortunately, Will gets so wrapped up in the thrill of being on top, he misses the sounds of one of his model rockets unscrewing its cap. His first clue is when six inches of black rubber drive into his ass, shocking him so much that he almost drives his whole hand into Mike's ass.

"AAHH!" Mike screams as his tunnel is forced to accommodate not only Will's fingers, but most of his palm too. If not for Will's thumb, he'd probably have half of Will's forearm in there as well.

"Sorry Mike," Will apologies quietly, though he doesn't let the pressure off.

Instead, his fingers curl down against Mike's soft flesh, digging straight into the raven haired teen's prostate. A spasm runs through Mike's body, and several big drops of cum force their way out from his angrily red cock onto Will's bed.

Grinning now, Will removes his hand from Mike's hole, which twitches at the loss. It's not exactly how he'd planned to stretch Mike out, but it was definitely effective, so Will grabs the lube and squeezes a very generous amount into his former boyfriend's anus, all but emptying the tube.

"Keep...going…" El pants, down from her orgasmic high, but still craving more.

She pulls Mike's face against her once again, just as Will lines himself up, slathering a bit more lube onto himself. Before he can start to thrust, El stops him, sending a short spike of panic through the smaller boy.

His panic is short lived when the ring around his cock stretches and floats off, dropping onto the bed, and his grin just gets bigger. He may be ready to blow already, but that won't stop him now.

Unlike how Mike had speared his partner all at once earlier, Will pushes in slowly, steadily spreading Mike's muscled walls apart little by little until he's all the way inside. Will has to take a second to breathe, closing his eyes and willing his orgasm to wait just a little bit longer. It's incredibly difficult with a dildo fucking him in the ass the whole time, but eventually Will starts to slowly rock back and forth.

His rhythm isn't big and wild like Mike's, but that's also not how Will likes to start off when he's on top. He starts deep, making sure Mike's ass memorizes the shape of his cock, and then pounding it as a reward later.

It actually started that way because Will was too nervous to try to thrust the way Mike did to him, but then it stuck, and so it became Will's thing.

Will's hands roam around Mike's lower body, blind to everything else in the world but the feeling against his palms. Mike has a thin sheen of sweat, helping Will's hands glide around, and adding a nice extra pop when Will brings a hard hand down against Mike's supple cheek.

Mike clenches in response, and it's just too much for Will to resist. Already deep inside Mike's body, Will unleashes a torrent of cum, squeezing Mike's cheeks like a lifeline as he rides out his orgasm. He doesn't stop, however, continuing his minimal thrust pattern even as cum pours out of him.

When he comes back to his senses, and releases Mike's cheeks, his pace feels agonizingly slow. His cock doesn't go limp for even a second, surrounded by Mike's twitching and fluttering muscles, and soon the sound of skin slapping against skin fills the room once more. Will's cock becomes covered in his own cum, trying to find somewhere to go in the tight cavern of Mike's body.

Mike's mind is struggling to have a single coherent thought right now, with his ass getting rammed at a jackhammer pace by Will's unleashed top energy, and his need for air buried in El's soaking wet pussy as she holds him in place. He's used to Will turning into a little sex demon once he gets to be on top, and how he can normally just keep going no matter how many times he cums until he's finally just spent. He's used to El wanting him to eat her out all the time, and how she'll want it before _and_ after they have sex just for good measure.

What he's _not_ used to is having to satisfy _both_ at the same time. He's going at both ends, and all he can do is try not to pass out from overstimulation. At least with his mouth buried against El, he doesn't have to worry about being too loud.

Time seems to distort for Mike, passing by thrusts instead of seconds. He manages to give El not one, but _two_ more orgasms with just his mouth, which is impressive considering he can barely feel his face anymore. He can feel something warm shoot into his body several times, but it's hard to keep track after the third.

The whole time, his cock is begging for _any_ attention it can get, trapped by the rubber ring El had put on him. While he can't see it, he can definitely _feel_ it, throbbing with every thrust as it swings beneath him.

Mike can't be sure how long it is, but when he gets simultaneous outpourings from his two partners, it feels different than before. The thrusting stops, Will collapsing down onto the bed beside Mike, leaving the boy's much _wider_ hole leaking a glorious mixture of lube, spit, and cum. El's fingers go slack, her arms falling to her sides, panting heavily, and all of her telekinetic enhancements disappearing from the room. Long since unable to support himself, Mike's face falls to the dampened sheets, sucking in as much air as he can.

"So...Mike...do you...have...an answer…?" El questions between pants, reaching out to stroke his hair, clearing some away from his forehead.

It's a while before Mike can even form words, let alone wriggle enough to look up at his girlfriend.

"I was...having sex...with Will…" He pants, very deliberately maintaining eye contact. "I'm sorry...it's just...I still…"

"Love him...?" El finishes when Mike has to catch his breath again. "I know…"

"I still...love you...El…" Mike tells her, as quickly as he can manage, and El smiles down at him.

"I know...that too…" She murmurs, holding his head in her hands.

"I'm sorry...about...complicating...everything…" Will says quietly.

Mike can't keep speaking without passing out, so he has to settle for reaching out and giving Will's hand a weak squeeze. For a little while, none of them speak, all trying to get their breath back after their intense exertion.

"We can make it work," El tells them, complete confidence in her tone.

"Make what work?" Will questions, propping himself up on his side.

"Us," El answers simply. "All of us, being close, together."

"You mean…?" Mike trails off, putting in supreme effort to get himself onto his forearms. "Like, all _three_ of us date?"

"No," El responds, shaking her head. "I date you, Will dates you, and you date both of us."

Even after god knows _how long_ of having his ass reamed by Will and his near suffocation by El, _that_ still makes him blush. Dating two people at once has always meant cheating, but what El is suggesting…

"I...I wouldn't say _no_," Will says, squeezing Mike's hand back. "I can start blowing you before first period again."

"No, _I've_ got him first period," El interjects. "You can have him after gym."

"Fine, but at lunch and AV club we have to share him," Will relents, getting an affirmative giggle from El.

"Don't _I_ get a say in this?" Mike asks.

"Unless you're planning to say no to one of us, no," El answers, shifting her leg over Mike's head so she can stand up, wobbling a little. "Now you have a girlfriend _and_ a boyfriend."

Mike sighs, but on the inside he couldn't be happier if he tried. Now he doesn't _need_ to choose between them, or feel conflicted about loving them both. His dick's probably going to ache a hell of a lot more often now, but if that's the price he pays to have the two people he loves most be with him, it's a price he's _more_ than willing to pay.

"Can you take this ring off now?" Mike finally asks, still in desperate need of release. Now that he can look down, he's a little scared of just how red his dick is.

"I could help with that," Will comments, giving his boyfriend a sultry smile. Sometimes it's astounding just how quickly he goes back to his bottom side, which is why Mike had started calling him a slutty firecracker; every once in a while there's just an explosion of dominance, and then it's gone just as quickly.

"About that…" El says, kneeling beside her duffle bag. "We haven't gotten to your punishment yet, Mike."

"P-punishment?" Mike stutters, his eyes going wide.

"You lied," El says pointedly. "And then you kept secrets. Friends tell each other everything, and friends don't lie."

Mike gulps. Those are El's two most important personal rules, and, intentionally or not, Mike has managed to break both of them.

"I wanted Will to give you a warm up first, just in case," El continues, which only makes Mike _more_ nervous. If what Will had done was the warm up, then what could the main event be?

He gets his answer when El removes a _massive_ strap-on from the duffle bag. It's easily as long as Mike's forearm, so definitely over a foot, and almost twice as thick. There's _no way_ that he'll survive getting fucked by _that_.

"Don't worry, we're not using that one...yet," El assures him, enjoying the glint of terror that had passed through his eyes. She removes several more dildos and strap-ons from the bag, all different shapes and sizes. "I know you've taken six inches before, so we tried to go bigger than that."

Obviously El has been planning this for a while now, and has done _extensive_ research in preparation. She even takes out a giant bottle of lube with a squirt cap on the top, grinning at Mike the whole time.

"I think we can do eight today, don't you?" She asks, picking one out of the pile. It's made of a light pink colored rubber, and it seems pretty solid in El's hand, much less give than the one Mike and Will had stolen. It's as thick around as El's grip, so about the same as Mike's dick, but true to El's word, it's definitely longer. From the back, a second smaller dildo sprouts, probably so El can get a little more out of it, and a little more stability while she's at it. "Will, can you keep his mouth busy while I do this?"

"S-sure," Will responds, gaze transfixed by the pink rubber cock as El steps into the harness. He sidles over to where El had been sitting before, which puts his mostly limp, cum covered dick only inches from Mike's face.

Once all the straps are tightened, El lets the dildo swing in front of her a few times to get a feel for it. With a grin on her face, she joins Will, pressing the rubber to Mike's lips.

"Either suck it or it's going in dry," She tells him, exactly how Kali had taught her. A lot of the day had been a crash course in domination, specifically how El can dominate Mike in the bedroom.

Mike doesn't even hesitate once she gives the order, engulfing the pink head all at once, and getting quickly to bobbing his head along the rubber shaft. Once the head hits the back of his throat, he has to stop, nowhere near as well versed in deep throating as Will.

"Good enough," El says, pulling out of his mouth. Mike looks up at her like a goddess, powerful and unquestionable, so she smiles at him.

Moving behind him, to where his ass is still raised and waiting, though a trail of cum and lube has leaked its way down onto his balls. El swipes her hand over it, smearing it back over his stretched out hole, and then giving his pale cheek a nice slap, leaving a handprint of Will's cum behind. She rests the dildo between Mike's cheeks, slowly rocking back and forth between them.

"Mmm, I know I can't feel this like you would," El says as she cycles her hips, grabbing a nice handful of each cheek to play with. "But now I know why you like this so much."

She continues her teasing a bit longer, but she wants more almost as much as he does, so she aligns herself with Mike's wide open entrance. The head is just a bit bigger than the hole now, which should make for a nice tight fit.

"I want you to make Will cum at least twice," El orders, pausing half a second before saying 'cum'. "But no spilling."

El doesn't wait for any kind of acknowledgement, starting her forward motion, Mike's body greedily swallowing inch after inch of the pink rubber.

"Ah!" Mike cries as his walls are forced apart once again, much faster than before. It's when the last two inches come up that Mike _really_ feels it, parts of him spreading apart to make room that haven't ever been touched before. "AH!"

His cry is cut off when his head is pushed against Will's cock, smearing the leftover cum onto his face. Will however, hasn't moved.

"Start sucking, slut," El tells him, again hesitating to use the dirty word. Kali and her friends had taught her all the words that she can use in the bedroom, especially if she's the one on top, but some of them seem mean.

Mike isn't offended, however. If anything, it just turns him on more, El giving him orders while she buries eight inches of hard rubber in his ass. Within seconds, Will's cock is clean, of cum at least, and is quickly growing back to full mast.

Meanwhile, El starts to pull out, all of her time with Mike guiding her in what she should do. This time she just needs to do what _he_ normally does. The extended groan from Mike is a good sign that she's on the right track, and so she pushes back into him, starting a steady rhythm.

It's so much _bigger_ than anything Mike's ever taken before, and it's getting harder and harder to concentrate on blowing Will as El's pace slowly builds up. Stars and spots dance in his eyes every time El drives into him, and gets only a momentary reprieve as she pulls out before stuffing him full once again.

He barely notices Will's cock spasming in his mouth, though only a small trickle of cum is left to spread its delightful flavor over Mike's tongue. Saliva runs past the base of Will's cock onto his balls, and eventually onto the bed, Mike unable to keep it contained any longer. If his arms weren't locked in place, there's no way he'd be able to keep himself up.

The wet sucking sound of Mike's mouth is surpassed only by the same sounds coming from his ass as El fucks him. Already brimming with Will's cum she doesn't have to touch her giant bottle of lube, though she does pull out more than once to spit on Mike's twitching hole. The dildo is so big that it starts to pull Mike's entrance with it, pulling out a bit from him as El does and then getting slammed back into place.

The force of El's thrusts finally knock Mike's arms out from under him, and so she pulls his arms back with her mind, keeping his upper body suspended. She grabs his wrists so she can pull him back with each thrust, quickly approaching her latest orgasm thanks to the smaller dildo inside of her, acting in tandem with the one inside of Mike, delving into her with each thrust and then pulling back as she does, straining the harness. This is definitely one for the memory books.

She almost misses Will's face contorting as he reaches yet another orgasm, but he has nothing left to give. Mike diligently continues sucking, or maybe that's the only thing he can remember to do with the strap-on scrambling his brain.

Once Will recovers she gives him a signal with her eyes, and it takes him a second to understand it. With exhausted slowness, Will creeps his way under Mike's suspended form, until they're face to face, and more importantly, hip to hip.

The rubber ring around Mike's dick stretches to its maximum, freeing his balls first, and then the rest of his length from its restriction. Then, as Will wraps his arms around Mike's neck to kiss him, Mike's dick telekinetically finds its way into Will's waiting ass, ready to finish what they'd started so long ago.

It's an instant change, Mike's eyes rolling back in his head as his long awaited orgasm overtakes him. Cum floods into Will's body like never before, spurt after spurt pushing its way into the tight cavern. Will maintains a one-sided lip lock as Mike's mind is wiped of everything but glorious _feeling_, of Will's soft lips against his own, of Will's hot tunnel gripping him like a vise, and of El continuing to drive into him until she finally reaches her final orgasm.

By the end, Mike is hanging to consciousness by a thread, and all three can't seem to get enough air into their lungs. El lets go of Mike's arms, letting him collapse onto Will, though the boy doesn't seem to mind the sudden closeness.

El is the first to move, pulling out of Mike's body, leaving his hole well and truly gaping after everything it's been through. The pink dildo is coated in cum residue, and she makes her way on unsteady feet to Mike and Will's faces. Without even a word, they accept it between them, obediently cleaning it for her.

"Being...on top...is really...exhausting…" El manages to say, loosening the straps of the toy and letting it fall to the ground. She lets several bloody tissues fall beside it, too tired to throw them out right now.

Mike somehow finds the strength to pull out of Will, though only makes it far enough to collapse on his back beside his boyfriend. Will, not wanting to get greedy, shifts over, helping Mike move to the middle so El can lay down next to him. She rests her head on his chest, neither of them caring that they're covered in varying degrees of sweat, saliva, and cum. Taking a page from El's book, Will rests his head on the other side of Mike's chest, the two of them snuggling into a side of their boyfriend each. It takes a second, but Mike manages to get an arm around each of them.

"I love...you two...so much…" He pants, using what little strength he has to hug them just a little bit closer.

"Love you...too..." El murmurs, ready for a nap in her favorite spot.

"Yeah...love you...Mike..." Will whispers, drifting off.

If Mike could stay in one single moment forever, it would be this one. He has El in one arm, Will in the other, and they're all _happy_. As he drifts off to sleep, there's nothing in the world he could want more than this, right here and now.

XxX

"That's...that's, uh…" Jonathan says, but doesn't have any words to finish his thought, utterly dumbfounded.

"Don't be so surprised," Nancy tells him, surveying the scene before them. "Me, you, and Steve have done _so_ much worse."

While they hadn't expected to find their younger siblings, and El, curled up asleep in Will's bed, naked and obviously post-sex, Nancy isn't even surprised.

"Still, they're not even freshmen yet," Jonathan responds. "This just seems like, you know, _a lot_ for their age."

"Just because you were a virgin until junior year doesn't mean they have to be," Nancy replies. "And they've done a really good job of keeping it a secret until now, I didn't even know Will was gay."

"I didn't know Mike was bi," Jonathan comments, getting a nod of agreement from his girlfriend. "I guess we should be glad that it was us that found them, not my mom and Hopper."

"Oh, god, Mike would be six feet under if the chief knew," Nancy says with a nervous laugh, knowing it's true. "I expected him and El to start experimenting, but I didn't think they'd have gotten _this _far."

She gestures to the array of toys on the floor, which she's slightly jealous of. She has her own dildo, of course, and a strap-on, but it seems like El has enough to open her own boutique.

"What should we do?" Jonathan questions.

"Well, they need to clean up before your mom and Hopper get home, which gives them a good two hours from right now," Nancy answers, glancing at Will's digital clock. "I say we close this door, and then make a whole bunch of noise. That should wake them up, and they'll never know that we know."

"Once they're awake, should we go back out again?" Jonathan asks, silently slipping his hand into Nancy's.

"Have something in mind?" She responds, giving him an innocent look.

"An idea or two," He tells her, gently pulling her from the room, and closing the door behind them with a soft click.

* * *

God damn...just, damn...

Once again, to the person who requested this, you have an incredibly vivid imagination. The details may be mine, but with everything you sent me, it wasn't hard to put together. This was definitely a memorable way to wrap up the connected one-shots, with a blooming three-way relationship that isn't quite as secret as they think it is. Again, I might eventually turn these one-shots into an actual story, but it's a big if, so don't hold your breath.

I hope all you fuckers enjoyed this chapter, I spent enough hours of my nights writing it when I probably should have been asleep, so you're fucking welcome. The things I do to bring half decent smut-with-plot to the world.

Upcoming Prompt: El forces Mike and Max to resolve their differences in a way that all three of them can enjoy

This may express some similar themes to what's been developed in the string of connected one-shots, but from this point forward, just assume that _everything_ occurs in a separate universe or timeline or whatever the fuck makes you happy. Or pretend they're all in the same universe, what the fuck do I care? So far, Mike's pretty much the luckiest son of a bitch ever, and he's about to get even luckier with Max. I'm gonna try to keep up the more dominant and assertive El for a couple chapters, so you can expect more telekinetic dildos and oversized strap-ons to go Mike's way, not that he'll mind.

As always, you can send requests and prompts, including _incredibly_ detailed ones, by review or PM!


	7. Get Along

Welcome back, you horny motherfuckers!

Alright, to be fair, I did say my schedule was getting busier...it just so happened to get _really_ busy after my last update. To those of you who held your breath waiting, deepest apologies, I'll send flowers to your funeral since you must have died. To the rest of you, I'm a little disappointed. I disappear for a few months and you guys stop sending me requests? We were just getting to the point where the requests were getting more and more interesting to consider, and then poof, they just cut off. I know I have a lot to work with already, but it's nice to hear from you guys, it keeps me motivated to peddle my smut.

Nevertheless, I shall persevere! This one took me a while to complete, not in the least because I've had literally no time to write. Even on an abbreviated sleep schedule I haven't had nearly enough time to really sit down and write, so I'll apologize now if this seems a little choppy, it was basically written a paragraph at a time over the last few months. Hopefully it still meets the expectations I've set, and hopefully I'll be able to get the next installment out a bit quicker.

Prompt: El forces Mike and Max to resolve their differences in a way that all three of them can enjoy

* * *

"Alright, so we eat lunch really quick, and then we head over to the arcade," Lucas informs everyone, dropping his bike to the ground. "The frickin sixth graders keep trying to beat our high scores, and we need to put them in their place."

"Nice to know you're _so_ secure," Max responds as Mike leads them all into his house. "Really threatened by the sixth graders, are you?"

Lucas doesn't respond, pointedly looking away from his on-again-off-again girlfriend. Right now, they're off, and he is adamantly opposed to trying to win her back for the fifth time in a row.

"Mom, we're back!" Mike calls as the party ascends the stairs to the kitchen.

There's no response from the rest of the house. Mike looks into the living room, expecting to find his father in his usual spot, but he's not there.

"Hey, Mike!" Will shouts from the kitchen, drawing his friend back. "Your mom left a note!"

Mike takes it, scanning the whole thing over with a sigh.

"My mom took Holly to the pool for the day," He tells his friends. "And my dad is at a work lunch, which means he won't be home until almost midnight."

"Oh well, guess the house will be quiet for once," Lucas says, crossing to the refrigerator. His jaw drops when he sees what's inside.

"My mom also left us some sandwiches for lunch," Mike continues, smirking at his friend's reaction.

"Your mom makes the _best_ sandwiches, Mike," Will feels the need to comment, reaching past Lucas to grab one. It's piled high with turkey and yellow american cheese, with what he knows will be one lettuce leaf and two slices of tomato. "And she remembered."

"You say that like she ever forgot," Mike replies, setting the note down. "You were here for lunch so many times, there's no way she's ever going to forget how you like your sandwiches."

"What about us?" Max questions, gesturing to herself and El. "No offense to your mom, but she's never made sandwiches for _us_."

"Just trust me, they'll be good," Mike assures her, pushing Lucas away from the fridge so he can take the plate out. "It's her superpower, she just knows."

He and Lucas both take the sandwiches they know are for them, leaving the girls to look between the two remaining ones. One is ham and cheddar, with the same lettuce and tomato as Will's, and the other is turkey and swiss with extra cheese.

Both girls reach for a sandwich at the same time, Max for the turkey and swiss, El for the ham and cheddar, which only makes Mike's grin wider. Max rolls her eyes at him as she takes a bite, but then has to put effort into not reacting to how much she actually likes it. She won't give him _that_ satisfaction.

Lucas and Will are already polishing off their sandwiches before Max and El are even halfway done with theirs, and Max glares at her ex-boyfriend when he starts impatiently tapping his foot.

"Something to say, stalker?" She asks when he lets out a long sigh.

"No, just waiting," He answers, looking elsewhere.

Mike and Will resist the urge to sigh. It's been like this for over a week now, since the couple broke it off again, and it's starting to wear on their nerves. El, not yet grasping the finer workings of relationships and breakups, doesn't seem to notice the tension building in the air.

"El, can I talk to you?" Max questions, finally breaking the tense silence.

"What?" El responds in surprise, her mouth full of sandwich, quickly swallowing it down. "Uh, ok?"

"Borrowing your room, Wheeler," Max says, taking El's wrist and pulling her out of the kitchen, both of them still holding the last bits of their lunch.

"Why _my_ room?" Mike calls after them, but gets no response. He just sighs and leans back against the counter. "Nice, Lucas, really nice."

"What did _I_ do?" Lucas asks incredulously.

"You made Max annoyed and now she and El are having girl time," Mike tells him. "Would it kill you to _try_ to be civil with Max?"

"That's rich, coming from _you_," Lucas retorts, crossing his arms. "It's not like the two of you are best buddies."

"Yeah, but at least I can be civil when the party is together," Mike shoots back. "Since you guys broke up, you're just being irritating."

"Well if I'm so irritating, then I guess I'll just go the arcade on my own," Lucas responds, starting toward the door again. "You know, the thing we _planned_ to do this afternoon?"

"Lucas, don't be like this," Will says, starting after him. "You know that's not what he meant."

"Oh really? Then what did he mean?" Lucas questions, stopping to turn and look at his friend. "Cause it sounded pretty clear."

"You've been impatient with everything Max does since you broke up," Will tells him. "Not that she's really any better, but at least she's _trying_ not to let it affect the rest of the party."

Lucas is silent for a moment, lips pursed, and then he turns and keeps walking. Will looks back at Mike, who just waves to follow Lucas. He'd chase Lucas himself, but his mom would probably throw a fit if he left guests alone in the house, especially _female_ guests, who are in his _bedroom_.

At a loss for what else to do after he hears his front door close behind his friends, he gives the island a nice kick, which he immediately regrets. His shoes may be on the new side, but they don't do much to help his toes when he's an idiot. Falling back on his old reliable option, Mike starts pacing, hoping it'll help work out the ache in his toe.

It's almost like he can count the ticks of the clock, watching the hands move steadily onward. The minute hand makes a full circle before he finally stops his pacing in annoyance. El and Max don't even _like_ each other, what could they _possibly_ be talking about for an _hour_?

Deciding to figure it out for himself, he makes his way upstairs, finding his bedroom door closed, and presumably locked. He can hear hushed murmurs on the other side, which cut off abruptly when he knocks.

"It's been an hour, you guys," He says, not really sure where he's going with this. "If you still want to go to the arcade, we should leave soon."

There's another burst of murmuring, followed by the sound of shuffling feet. The door unlocks, opening just a crack so he can see El's face.

"Hi Mike," She greets nonchalantly. "I need you to do something, but you can't ask questions yet. Just put this on."

El hands him a blindfold through the crack in the door, and he takes it gingerly. He's not one to question El when she wants him to do something, but given the circumstances, this is throwing up red flags.

"Please, Mike?" She asks again, her puppy dog eyes breaking through Mike's resistance like wet tissue paper.

Mike ties the black cloth around his eyes, the familiar world going completely dark around him. Once it's in place, he can hear the door open further, and El pulls him into his bedroom.

"El, I said no, I'm not doing it," Max says as the telekinetic girl closes the door. "I'm not Mike, your puppy dog eyes won't get me to do whatever you want."

"Hey, that's not true!" Mike responds defensively, turning to where Max's voice came from, which is where his bed should be. "I do _not_ just do whatever El wants when she gives me puppy dog eyes."

"Yes you do," El replies, planting a kiss on his cheek that makes him blush. "Which is why I know you'll do this for me."

"Do what?" Mike questions. "You haven't asked me for anything yet."

"Your answer better be no, Wheeler, or I'll punch your teeth in," Max threatens.

"My answer to _what_?" Mike demands, starting to get as impatient as Lucas. "All I got asked to do was put on a blindfold."

"Yeah, cause your girlfriend stole my shirt, and I don't need you popping a boner cause you get to see my bra," Max retorts, which stops Mike's train of thought in its tracks. Of all the things he was expecting, _that_ was not one of them.

"You and Max need to start getting along," El tells him, gently taking one of his hands in hers. "And what better way to get rid of the tension between you than for you guys to have sex?"

If Max had _stopped_ his train of thought, El _annihilates_ it completely. She's asked him to do a lot of strange things, sexually and not, but this takes the fucking cake.

"E-El, I'm not sure you know what you're suggesting here," Mike starts, his pulse starting to pick up. "You and me having sex is fine, because we're a couple, but that means that we _don't_ have sex with _other_ people."

"Even if we're both okay with it?" El questions, rubbing little circles on the back of Mike's hand. "I want you to have sex with Max, so you won't be cheating on me if you do. I know about it, and I'll be here for it. I might even join you..."

"News flash, El, I _don't_ want to have sex with your boyfriend," Max interjects. "I thought we covered this already, I _do not_ like Mike romantically."

"You said that, at the beginning," El responds, pulling Mike along with her as she moves closer to the bed. "And then you talked about how much you want to be friends with everyone in the party, even Mike. You told me how he and Will are actually your favorites because they're not always trying to impress you."

"That doesn't mean I want to have sex with them!" Max exclaims, trying yet again to get up to take her shirt back, only for an invisible force to hold her in her seat. "I'm here for _friends_, not a _boyfriend_! I already made that mistake once!"

"Mike's a good boyfriend, though," El tells her, squeezing Mike's hand. "He always puts you first, and he's always gentle unless you tell him otherwise. The first time we had sex, I almost cried because it hurt, and Mike probably would have gone celebit if I hadn't told him to keep going."

"That's great, for _you_, El, but it has _nothing _to do with _me_," Max retorts. "I don't want to have sex with Mike, and if you ask him, the feeling is probably mutual."

"Mike?" El questions. "Do you not want to?"

Mike hesitates to answer, mostly because he doesn't know _how_ to answer this questions without making one of them mad. If he makes Max upset then their fragile peace is over, but if he makes El upset then it could be _very_ bad for him in the long run considering…

"If you and I weren't a couple, then maybe, but since I never want to be with anyone else, not really," He finally says. "Max is hot, but you're the only person I ever want to have sex with."

While he can't see it, Max blushes as red as her hair when he calls her hot. El hadn't been lying when she said she likes Mike and Will the best, but Max hadn't been completely honest as to why, for Mike at least. Sure, he hadn't tried to get her to go out with him, but she'd also seen a different side of Mike when he tried so hard to take care of Will, and when he told her about El, even if he hadn't meant to. She might deny it to anyone who asks, but she thinks Mike is just a genuinely good person, and she can't help but like him a _little_ bit.

That doesn't mean she wants to have sex with him, though. Sure, maybe if they dated for a while, in a different world where Mileven wasn't already a thing, but that's not the world they're in. All she wants is to be friends with the party because they all actually seem like they _care_ about each other.

"So if it was all three of us, then you'd be okay with it?" El persists, the glint in her eye breaking Max out of her thoughts.

Mike's mouth goes dry. He's backed into a corner here, and he can't even see either of the people he's talking to.

"Um...uh...I...uh…" Mike stammers, wishing he had some water.

"Jeezus Wheeler, could you _be_ any more of a mess?" Max interjects, finally coming to a decision. "Fine, I'll do it, but this is a _one time_ thing, understand? If either of you mention this to anyone, I'll knock your teeth so far down your throat that you'll have to chew with your ass."

El just giggles at the threat, and then reaches up to take the blindfold off of her boyfriend's eyes. He's immediately met by the sight of Max sitting on his bed, shirtless and propped against his pillows. She raises her arms to her chest out of reflex, both of them blushing a furious red. He takes in everything at once, the way the tan of her arms and legs fades slowly back into perfectly smooth white skin, and how he can just make out the bottom of her ribs when she sucks in a breath, and the way her fiery hair cascades freely over her shoulders.

"You don't have to stare, wastoid," She mutters, looking away from him.

"S-sorry," Mike murmurs, looking away as well.

El brings his attention down to her, giving him a light kiss before whispering right into his ear.

"Just pretend you're with me," She tells him. "I want you to show her _everything_ you normally do for me."

Mike nods, and so she takes the hem of his blue polo shirt, starting to lift it up. He helps her get it off, and she tosses it onto the floor, along with a yellow t-shirt.

"There, um, now we're even," Mike says, gingerly sitting on the bed, at least a foot between him and Max. "You look beautiful, by the way."

She rolls her eyes and blushes at the compliment, switching her gaze down at the sheets between them. He means it though, he honestly thinks that Max is an exceptionally beautiful girl, and she deserves to hear it.

"You're...not as skinny, as I thought you were," She says back, obviously _trying_ to give him some kind of compliment.

Mike's body does tend to make one think of a stick, or one of those bendy rubber person toys, with arms and legs disproportionately long compared to the rest. If he stretches up, his ribs show through his skin, and he won't be winning any weight lifting awards any time soon. His stomach is smooth and pale, though, and his chest has a few sparse strands of hair starting to grow in.

"I guess we should…" Mike starts, trailing off at the awkwardness of his sentence.

"Yeah…" Max agrees, finally managing to bring her gaze up to his face.

They slowly inch closer to each other, Max shifting her legs to the side so Mike can get closer. Still, they hesitate when their faces get closer, neither one wanting to lean in before the other.

El finally loses patience with them, their heads coming together without them being the ones to move. It takes another second for their lips to find each other, not made any easier by the fact that they can't move back to adjust. Once they do touch, however, Mike does _exactly _what El asked him to, treat Max like he would treat El.

He doesn't rush, his lips and Max's feeling each other out before they try anything else. Soon, though, his tongue flits across Max's bottom lip, requesting entry to the fantastically unexplored territory. It takes a few seconds, Max questioning whether or not to allow him in, but in the end she parts her lips for him. Immediately, Mike's tongue dances over her lip and across her teeth. Uncertainly, Max's tongue comes to meet his, and Mike makes quick work of showing it the same loving attention as the rest of her mouth.

For her part, Max is incredibly impressed. She expected Mike to be experienced since he and El are always sucking face, but not _this_ good. It's not like she has a vast network of partners to base it on, but Mike is definitely _leagues_ ahead of Lucas, and the boy she'd shared her first kiss with in California. The way he kisses is just _different_, and she can't explain why, but it makes her really _want_ to melt into him as his body inches closer to hers. She wants to press herself against him while they kiss, she wants him to put his hands on her _everywhere_, and she _really_ wants him to just keep kissing her, forever.

When Mike finally pulls away, Max's head is spinning, and she can't tell if it's the lack of air or that she enjoyed that kiss _way_ more than she was expecting.

"You liked it, didn't you?" El asks teasingly from the sideline.

Max would _love_ to say no just so she doesn't give the psychic girl the satisfaction, but she can't muster the energy for a sarcastic rebuttal. She has to settle for a half hearted glare as she pants.

"Don't give me that look," El tells her, an annoying smirk on her face. "You're the one carressing Mike's chest."

Max's fingers tense immediately, and she discovers that her left hand had found its way onto Mike's smooth chest. She can't remember moving it, but now Mike's nipple is almost under her thumb. It's another few seconds before she realizes that she's _still_ folding Mike's chest, and she quickly moves her hand to her lap as her face lights up crimson.

"Ready?" Mike questions, getting an uncharacteristically shy nod from Max.

"Wait, I want to hear her," El says, stopping her boyfriend before he can lean back in against the redhead.

Max glares at the girl again, but it doesn't faze her in the least.

"Fine…" Max mutters, and then turns to look back at Mike. When she speaks, her voice is much softer, more tender. "Kiss me again."

Mike smiles, and is only too happy to oblige, recapturing Max's lips with his own. This time, he doesn't have to ask permission because Max's tongue is already reaching for his own. Whether she notices or not, her hand moves back to Mike's chest, and her fingers curl in just a little bit. El's smirk gets bigger, but she doesn't interrupt them, this is what she'd wanted, after all.

Caught in the growing passion of their lip lock, Mike slowly reaches behind Max, ghosting his fingertips over her sides and up her spine until he reaches the clasp of her bra. He waits, though, and soon enough he can feel Max's fingers start to curl into him harder, the only signal she can give right now. With deft hands, Mike unhooks the clasp, and the fabric goes slack around her shoulders. Not breaking contact, Mike gently guides it down her arms, until it's hanging from her elbow because she won't move her hand just yet.

This time, when they break for air, Max doesn't move far, holding Mike's gaze inches from his face. He can see the nervous anxiety in her eyes, about what he'll think once he sees her because right now she _really cares_ what he thinks. Hands gently holding her elbows, Mike kisses her cheek, and then leans to her ear.

"You don't need to be nervous," He tells her quietly. "You're beautiful."

It's a simple statement, something she'd been told dozens of times by Lucas, among other interested parties. Something about the way Mike says it is just _different,_ though. The way he whispers it to her is actually reassuring, like he's just there for _her_ and the sex is an afterthought, unlike other times boys had managed to get her shirt off.

She doesn't try to hide when Mike leans back, taking in her full bare chested glory with a soft gaze and a reassuring smile. Her breasts are larger than El's, all thanks to growing up in sunny California instead of a lab, though beyond her neck and forearms, her skin is milky white, long since having lost its beach tan.

"You can...touch, if you want…" Max murmurs, blushing once again.

Sensing her hesitation, Mike wisely doesn't go straight for Max's breasts. He starts with her lips once again, but he doesn't spend much time there. Trailing butterfly kisses across her skin, he works his way to her jaw, and then down her neck to her collarbone. Max hisses slightly when he gives her a nice hickey, her whole body tensing against him for a moment.

His expedition continues on, however, gently pushing Max back until she's laying against his pillows. When he reaches the soft valley between her breasts, Mike has to make a decision, and chooses the one closest to Max's heart. While it's larger than he's used to, it fits nicely in his hand, which helps in showing the other breast just as much attention as his mouth is giving to the one underneath it.

El watches with mild jealousy as Mike fondles and caresses Max's breasts. While she's past the budding stage, she hasn't yet reached the point where they fill her boyfriend's hands. Still, she has _other_ ways to satisfy Mike, and not wanting to be left out, she sets about preparing for it. Everything she needs is hidden strategically around Mike's room, inside drawers and under clothes, tucked in the back of the closet and even taped to the underside of his bed where nobody would even _think_ to check unless they knew it was there.

Without Mike's lips to mute her, Max's pants and moans start to fill the room. They're not the loudest, but volume doesn't always equal success. Mike takes new energy from the beginning of her symphony, switching breasts to be even, suckling one nipple in his mouth and rolling the other lightly between his fingers.

Eventually, it gets to be too much, and Max has to push Mike's head back to stop him. She's flushed and panting, a few beads of sweat on her forehead as she tries to calm herself down.

"Your turn…" She pants, letting him go.

Mike smiles, planting one last kiss between her breasts before sitting up, pulling Max up along with him. Despite her continued heavy breathing, Max pushes him up off the bed, slipping off onto her knees in front of him.

"Let's see...what you're packing…" She whispers, undoing Mike's belt, followed by the button on his cargo shorts. The shorts fall to the ground when she undoes the zipper, revealing an impressive tent in Mike's underwear.

"Tidy whities?" Max teases, looking up at her unlikely partner. "Really?"

"It's what my mom buys," Mike says defensively, but can't help but blush at Max's scrutiny. His blush goes from a light dusting of pink to a full on traffic light when Max palms his tent, and he has to bite his cheek to suppress a groan.

"Hope you're ready," She tells him, smirking. "Blowjobs are my specialty."

Mike can't retort without groaning, so he stays silent as Max hooks her fingers into the waistband of his underwear. It catches for a second on his tent, but soon the white fabric rests around his ankles.

"Holy shit…" Max breathes as Mike grazes the tip of her nose, wafting a musky scent into her nostrils. He's seven inches from base to tip, and at least as thick around as her grip, if not more. She looks at it with slight awe, never in a million years expecting something so _big_ from Mike fucking Wheeler.

El can't help but giggle at Max's reaction. Ever since Max confided what she and Lucas had and hadn't done sexually, about an hour ago now, she's been waiting to see the look on Max's face when she sees Mike's full package.

"It's huge…" Max continues, hesitantly reaching out to touch it. Mike's breath hitches when her hand wraps around it, her fingers not quite meeting around the base. "Are you sure you're a freshman?"

"Glad you like it," Mike replies, though his tone is slightly strained with Max's grip on him. "Grew it myself."

"Oh shut up," Max says, rolling her eyes and squeezing the rod of flesh in her hand, making Mike scrunch his eyes closed. "I can tell you that you're bigger than Lucas, by two inches at least, and you're _thicker_ too."

Mike hadn't really cared, but it does put a swell of pride in his chest to know that he probably has the biggest dick in the party. He knows Will is definitely smaller than him thanks to an unfortunate time Will forgot to lock the bathroom door when the party was having a sleepover. The cleric had gone to _relieve_ himself in the middle of the night, and Mike had walked in on him a few minutes later, actually needing to use the bathroom. Mike is sworn to secrecy about what he saw in that bathroom, but it was definitely _interesting_, to say nothing else.

Dustin is still an unknown, but again, Mike doesn't _really_ care. Even if the bard is bigger, it's the _paladin_ having sex with their zoomer.

When Max starts pumping the shaft, it breaks Mike out of his thoughts, and he can't hold back his groans any longer. Max smirks as she works, her hands exploring Mike's flesh in ways her eyes just can't. They can feel how _hard_ the whole shaft is, but also just how _soft_ the skin is against her hand. They can feel Mike's pulse racing through him, and even how the muscles in his body are tense against her ministrations.

Not wanting to tease Mike _too_ badly, especially after how well he'd just done, Max gently flicks the tip of her tongue against him, tasting the little bit of precum starting to leak out. It has a distinct taste, but not one she can easily identify. The closest she could compare it to would be his scent, but as a flavor instead.

His breathing starting to quicken as Max's tongue treats him like a lollipop, Mike resists the urge to let his head fall back, wanting to see Max work. It's a good thing too, because she looks up to meet his eyes as she kisses the tip. Not letting him look away, Max slowly engulfs the head, and Mike can't hold back the groan that escapes him when her lips seal around it.

He almost jumps when he feels hands on his back, El standing on her tiptoes to wrap her arms around her boyfriend's shoulders. She gently kisses his neck and pulls on his earlobe with her teeth.

"Having fun?" She asks at a whisper.

"Y-yeah," Mike groans, Max starting to make her way further down. "Lots."

"Room for one more?" El questions, though she knows she doesn't really have to ask, Mike won't tell her no.

This time Mike can only nod as he comes in contact with the back of Max's throat. It's only half his total length, but that's _more_ than enough for him, the heat around his flesh setting his blood on fire. With a little smirk, El sinks down to her knees, behind Mike this time. It's a simple matter to get him to spread his stance wider, granting her unimpeded access between them.

"Gah!" Mike hisses when Max starts to press _harder_ against him, and then start travelling _further_ down his shaft. Her throat envelops him, squeezing him like a vise, though Max doesn't seem to gag at the intrusion, unlike when El tries.

Max doesn't break eye contact with him as she engulfs his entire length, burying her nose in his neatly trimmed bed of hair. It's almost too much for him to take, barely keeping a handle on his fast approaching release. It only gets harder when El spreads his butt cheeks apart, her thumbs feeling around his entrance.

When Max pulls back, a rush of air washes against his soaked cock, sending a shiver up his spine. Thick strands of spit connect Max's mouth to him for several seconds, until her heavy breathing breaks them.

"Harder...than...with Lucas…" She pants, her hot breath washing over him every few seconds. Not wanting to slack, but in desperate need of air, Max sets her hands back to work, one to stroke the throbbing shaft, and the other to fondle the balls that fit so nicely in her hand.

"Ah!" Mike exclaims when El's tongue suddenly attacks his asshole. It doesn't start slow, either, forcing its way into Mike's body and wriggling around like a snake. His eyes cross and go out of focus, and his hands clench around nothing.

"Wow…" Max comments, guessing what El is doing on Mike's other side. "Didn't know...you liked it...in the ass...Wheeler…"

Mike doesn't respond, too busy panting from the two-fold stimulation. Max takes pity on him, going back to using her mouth on the first three inches. Her hand continues its motion along the base of the shaft, and she makes sure to keep rolling, and squeezing, and pulling on Mike's beautiful balls.

While he may be going cross-eyes and panting like a dog, Mike isn't going to give up his orgasm easily. The first time he and El had sex had been pitifully short, especially compared to how long they tend to go now, and they'd resolved to build up Mike's stamina together. Max starts putting more and more effort into her blowjob, far more than she's ever had to in the past, until Mike can't resist twining his fingers into her fiery locks.

She won't say it, or even hint at it if she can help it, but she _loves_ the way he holds her. His fingers get progressively tighter as she works harder, but he doesn't try to control her movements.

Just when she starts to feel Mike's fingernails, she can sense a difference. There's a slight twitch that wasn't there before.

"Ah, Max!" Mike groans, his eyes scrunched tight. "I'm gonna-!"

He doesn't even finish his warning before he explodes, hot white cum flooding into Max's mouth. The redhead is briefly surprised by the volume, but doesn't let it get the better of her, swallowing dutifully as she continues sucking, only a few stray drops running down her chin.

Once Mike spurts his last, Max makes sure to clean him off, his cock leaving her mouth with a slight pop. As the haze of his orgasm clears, Mike notices that El has moved as well, coming around next to Max.

Without a single moment of hesitation, El kisses Max right on the lips, and by the looks of it, her tongue is hard at work. Max is too surprised to resist, kind of enjoying the psychic girl exploring her mouth like she owns the place.

When El finally breaks the kiss, several strands of cum still connect from her mouth to Max's, and she turns to look up at her boyfriend. Mike's dick only makes it down as far as half mast before that look, and the concurrent one from Max, brings it right back up.

"We should invite Max more often," El comments, getting to her feet and kissing Mike as well. "She's fun."

Mike's mind is in no condition to argue with her right now, not used to the two-pronged attack he'd just endured. Max doesn't try to dispute her either, slowly getting to her feet as well.

"Now you do Max," El tells him, laying her hand on Mike's shoulder and squeezing it. As she grins at him, her hand trails down his back to his butt, squeezing the plump cheek. "And I'll get you ready for later."

Mike gulps, but nods. He's not sure if El intends to do _that_ with Max in the room, but if she does, then he might not be able to show his face again.

For her part, Max is lightly touching her lips, thinking about something.

"Earth to Max?" Mike asks, waving a hand in front of her face, bringing her back to reality, or at least to what _should_ be reality.

"What?" She asks on reflex. "I'm fine, just thinking."

"What, did my cum taste that good?" Mike questions teasingly.

"Don't flatter yourself," Max retorts, rolling her eyes. She _did_ enjoy it, though, it had been smooth on her tongue and didn't leave a bad taste if she didn't swallow it right away. "I was thinking about how I just second hand tongued your ass."

_That_ makes Mike blush like a traffic light and shut right up. El _had_ been tonguing his ass before, quite _vigorously_ at that, and then she'd kissed Max right after. Technically, that also means that _Mike_ second hand tongued his own ass, and may have third hand blown his own cock, but that's reading into it too much.

"You can do it first hand if you really want," El informs the other girl, squeezing Mike's butt cheek again. "But first, I think you should enjoy his tongue service, he's gotten really good at it."

"Has he?" Max questions, catching Mike's eye and standing slowly. "Let's see if you're better than Lucas."

Deciding to fully commit if she's going through with this anyway, Max makes a nice show of climbing back onto Mike's bed. She prowls across the comforter, and then slowly turns over so she's laying against his pillows once more.

"Go on," El prompts, giving Mike's ass a nice slap to get him moving.

Mike crawls over to Max's form, leaning down to kiss her foot. He trails kisses up her leg, gently caressing her calf as he goes. When he reaches her knee, Max finally deigns to spread her legs apart, revealing her denim shorts.

Continuing his efforts, Mike kisses down Max's leg until he reaches the fabric, sitting up and looking at Max's half-clothed body.

"Waiting for an invitation?" Max asks when he doesn't move for a few moments.

"Just enjoying the view," Mike murmurs, which makes Max blush.

"Well pick up the pace a little," She says, crossing her arms over her chest and looking away. "I didn't go to all the effort of deep throating you for nothing."

"Of course not," Mike responds, leaning down again, this time to unbutton her shorts. Once the zipper is down, it's easy to slide the garment down, revealing striped white and pink panties, the last barrier between him and Max.

Not wanting to rush too quickly, Mike leans down, trailing kisses from Max's raised knee until he reaches the warm fabric. Taking a deep breath, Mike confirms that her scent is different than El's, but not unpleasant. If anything, it just stirs a different part of Mike's desire, the illicit wants buried deep down that he never thought he could give in to. El is more than enough for him, but she can't ever give him the feeling Max does, to know he's in a relationship with Max's best friend and still make love to her just like with El.

He can hear Max's breath hitch slightly when he drags his tongue across the fabric, and he knows without looking that her face is bright red. El's face had been the same the first few times, though by now she only gets a slight blush.

With gentle fingers, Mike slips the band of Max's panties under the curve of her butt, sitting back up as he pulls them off. Tossing them onto the floor of his room, Mike takes in the glorious sight before him. Max's eyes still shy away from his, but she doesn't try to close her legs to him like she had her arms.

Waiting for her to look at him before he starts, Mike settles for running his fingertips across her skin from her ankles to her knees. He sees the involuntary shiver that goes through Max's body, and she finally looks up at him. There's so many things reflected in those beautiful blue eyes, including quite a bit of uncertainty, but Mike also sees trust. This is unfamiliar territory for her, but she's trusting Mike to get through it with her.

In no mood to disappoint, Mike repeats his trail of kisses down her leg, using the opposite leg this time, until he comes face to face with the smooth folds of Max's most intimate area. The pink skin shines with Max's arousal, her scent much stronger without her panties to block it. Not hesitating in his approach, Mike plants his final kiss right near the top of that glistening flesh. Max's breath hitches at the contact, and then she all but gasps when Mike's tongue reaches out.

Her grip tightens on the sheets beneath her as Mike displays his skills, showing no problems finding her clitoris, unlike _some_ partners she could mention. She can feel the heat in her core building, faster than she can ever remember, and for a few moments it seems like she's going to cum from Mike's most basic attention.

She's saved the premature embarrassment when Mike suddenly stops, groaning enough to break through the haze that had just clouded her brain. It takes another few seconds for her vision to refocus, but she's met by the sight of El once more going to town on Mike's ass, which had been conveniently raised as he put his focus on pleasuring Max. It's not something she ever expected to turn her on, especially not as much as it is, but it seems there's a first time for everything.

"Don't forget about Max," El chastises, sitting up and sinking a finger all the way to the third knuckle into Mike's wet hole.

Mike groans again, but doesn't argue, getting quickly back to his previous activity. Letting up on her clit for a little while, Mike spreads her folds apart, revealing more of her sacred entrance. Max groans, a shudder running through her as Mike's tongue drags from the lowest tip of her sensitive flesh all the way up to her clit once more. It's much more manageable than his previous all-out assault on the bundle of nerves, but she can still feel her release coming ever closer.

All the while, El busies herself with her fingers, easily slipping a second and third to join the first. Pumping them slowly, the way she knows drives Mike wild, she starts to stretch him out more. She could fit more fingers, but then there wouldn't be enough room to really work him over.

Whenever Max opens her eyes, all she can see are stars, dancing wildly across her vision. Every time she thinks she can start to get a handle on what Mike is doing, and try to hold out against it a bit longer, he adds even more. His tongue had dug its way around inside of her, but for all its writhing glory, it just didn't have the reach to get to Max's most sensitive spots.

That all changes when Mike's tongue moves back to her clit and he slips a finger inside of her. The slender digit is more than capable of hitting the tender spots inside of her, even if Mike couldn't quite pinpoint them yet. Up to this point it's taken all of Max's remaining control not to start panting and moaning, not sure if she could live with the future embarrassment of knowing Mike Wheeler is the best sexual partner she's ever had.

Once Mike adds a second finger, Max feels all sense of control evaporate. The two digits scissor their way around inside of her, Mike's tongue unrelenting in its attack on her clit. A long, panting moan escapes from Max's throat, one that she can't seem to reign in no matter what she tries. She's close, so very close...

When the third digit joins the mix, it sends Max crashing over the edge.

"M-Mike!" She screams, her hands shooting out and tangling into Mike's mess of hair. Shudders wrack her body, her pants getting shorter and higher as her eyes roll back. By the time it runs its course, all of her muscles feel like jelly, all of them going slack at once when she can't control them.

Max can't tell exactly how long her orgasm lasted, but she now has a thin sheen of sweat coating her entire body. The room slowly starts to come back into focus, and what she sees is definitely _not_ what she expected.

While she had been riding her high, El hadn't let up on dividing Mike's attention. It seems like while Max was preoccupied, El decided to really go to town. If nothing else, the display in front of her ensures she won't be raising Mike up on some kind of exalted pedestal from now on.

El's hand, shining with lube all the way to her wrist, flies in and out of Mike's stretched entrance with such ease Max has no doubt that this is a regular thing for them. Mike's hands are tight against the backs of her thighs, unable to find other purchase as El twists and turns, delving a bit further each time.

This is the first time she's ever seen a guy, especially Mike 'head-of-the-party' Wheeler, so acutely vulnerable and at a girl's mercy. It's kind of a turn on to see it happen, stirring the embers still inside of her.

Finally looking at the other girl, Max finds El already staring at her, an all-knowing smirk on her face that makes Max blush. This was all part of El's plan, and she and Mike had just been along for the ride. Without breaking eye contact, El's frantic hand movements cease, giving Mike a brief moment of respite, until she starts to push further.

Within seconds, Mike is panting, his hot breath falling against Max's sensitive skin and his fingers digging into her flesh. El doesn't let up, already up to her wrist and showing no signs of stopping, keeping a steady forward pressure. By the time the psychic girl reaches the middle of her forearm, Mike's leg is shaking uncontrollably beneath him, and Max can feel the little spasms in his fingers.

Taking pity on her boyfriend, El retracts her arm a bit, and then smirks again. Max follows her gaze, leaning over a bit to peer under Mike's body. What she sees is the boy's pale, normally smooth, stomach bulging and writhing as El's fingers dance inside his body.

"Ready for the best part?" El asks, slowly pulling her hand out of Mike's ass with a slight squelch.

Max feels a bit numb as she nods, completely unprepared for what she'd just witnessed, and how much it had turned her on. Mike, to his credit, manages a comprehensible moan, his grip on Max loosening. El smiles, helping her boyfriend sit up again and planting a flutter of kisses all over his face and neck.

"You're doing so well, Mike," She compliments, brushing some of Mike's dampened hair away from his face, and then leaning next to his ear as she reaches her lubed hand down between his legs. "Now, you just need to fuck Max as hard as I'm going to fuck you."

Whether she was meant to hear that or not, an involuntary shiver runs through Max's body. It's time to find out if Mike is as good at sex as he is at foreplay.

After everything she's seen, Max hadn't thought anything could surprise her, but when El floats a strapon out from under the bed, bits of duct tape flying off of it, Max is dumbfounded. Just how kinky are these two, and how had none of them ever even guessed?

The strapon itself is a translucent purple, at least ten inches long, and as thick as El's hand at its widest point. Normally, the head would be the worst bit to get through, but this monstrous creation has two similarly sized bulges along its length, guaranteed to leave Mike gaping wide open by the end. Both she and Mike are transfixed as El gets off the bed and steps into the harness, pulling the straps that frame her ass tight against her. Without a single word, Mike leans over and starts to suck on it, though the head just barely fits in his mouth with how wide it is.

El smiles, and then shoos Mike away again, grabbing her bottle of lube. Mike turns his attention back to Max, and she does her best to focus on the boy in front of her, rather than what's about to happen to him. With gentle hands, Mike helps her lay out further, moving her legs further up so he can get between them.

"Are you ready?" He asks at a whisper, leaning over her so their faces are only inches apart.

Is she ready? Is she really prepared to have sex with Mike Wheeler? To give Mike what she's given no other guy before him? To have what, if everything up to this point is indicative, will be the greatest sex of her life, with somebody she hasn't gotten along with until right now?

"Yeah," She murmurs, reaching her arms up around Mike's neck.

Letting her instincts guide her instead of her brain, Max leans up to capture Mike's lips against her own. If she's gone this far, she might as well commit the whole way, she just wishes Mike didn't make it so _easy_ to go that far. Some might even say that she's falling for the mop haired nerd, more and more as this goes on, but it's not like she'll ever admit it.

Not unless Mike can call her out through the kiss.

When she feels something hot press against her, she almost thinks Mike moved his knee up too far, until she realizes that it's just _him_. A nervous tremor runs through her, but she doesn't break away from Mike's lips as he continues steadily forward. She finally understands the fear of getting split in two, that's what she would call this feeling if she didn't know better.

Her grip on Mike tightens the further he pushes in, until their bodies finally touch together. Max breaks the kiss first, panting frantically as her body adjusts to the intrusion within her. Her muscles feel like they're pressing against hot lead, and she can _feel_ parts of herself she hasn't ever felt before, deep down inside of her.

"How's it feel...being my first...Mike…?" Max pants, her arms still tightly locked around the boy's neck to keep him in place.

Mike's breath hitches for a moment.

"First?" He repeats, as if not believing the word. "But I thought-"

"What? That Lucas...ever got...this far…?" Max retorts, scrunching her eyes shut. She just feels so _full_, it's like nothing she's ever experienced before, the warmth starting to spread a haze through her mind. "Don't give me...that look… I lost my...virginity just how...I wanted to…"

"I don't think you ever planned on it being with me," Mike points out, lightly kissing the tip of Max's nose.

"No...I didn't…" She admits, starting to get some control over herself again. Her grip doesn't loosen, keeping her eyes and Mike's firmly locked together. "But it's still...someone special...and that's all...I wanted…"

"Then I'm glad you trusted me," He whispers, leaning down to kiss her again as her muscles seem to start to relax, one by one. "Now, why don't I show you just how great this can feel for you?"

"Be my guest…" Max murmurs, kissing him back.

Moving slowly, now knowing she isn't used to this kind of friction, Mike pulls out to the head again, and then slowly slides back in. He takes every second he could possibly need, coming a gentle rest against Max's body each time.

"Alright Wheeler…" Max pants after several minutes of blissful eternity. "Take off...the training wheels...and give me...everything…"

"Whatever you want to do," He promises, and then shifts up a bit, pulling his pillows further under Max's back to prop her up. She keeps her grip around his neck strong even as he lifts her legs up, so her knees get as close to her chest as they can before they'd start straining.

Mike's pace starts to pick up, and the gentle connections he'd been making soon start to become forceful. Stars dance across Max's vision once again, bursting to life every time Mike thrusts into her.

She's vaguely aware of Mike's pace hitching for a moment, and him grunting and panting before correcting himself. Gathering whatever control she can muster, she manages to look past Mike, finding El slowly inching forward, Mike's thrusts into Max helping to spear himself on the ten inches of rubber behind him.

El doesn't even need to move, Mike does enough for the three of them. Every time he pulls out of Max, the dildo slides ever deeper into his ass. Each time he thrusts, the dildo leaves his hole just a bit wider than he started. He cycles like a jackhammer, El's hands making their way onto his hips as she admires the fruits of her grand plan.

Mike's stamina has its limits, however, his frantic pace starting to slow as being engaged at both ends takes its toll. Not wanting Max to miss out on her first time, El leans further over her boyfriend, starting thrust in sync with him, propelling him with even greater force into Max, and keeping the strapon firmly lodged to the hilt inside of him.

The myriad of new sensations does nothing to help Max keep going, especially with the doubled force of Mike's thrusts against her. It's a wonder she's been able to stave off her release for this long, considering how _incredible_ everything has felt so far. Unable to hold it back any longer, Max pulls Mike right up against her, stopping his thrusts in their tracks as her body starts to shudder.

El has no such need to stop, continuing her thrusts as her boyfriend's body becomes trapped between her and Max. Just like Mike with Max, she pulls out to the head, and then drives the rubber back inside to the hilt, Mike's pale skin turning pink where the base of the leather harness connects with him.

It's cheating a little bit, but El doesn't care, using her powers to give Mike's prostate a squeeze, making his entire body tense up beneath her. One last powerful thrust guarantees that Mike cums with a vengeance, gushing out into Max with sticky white love.

Quickly undoing the straps, El hurriedly undoes and steps out of the harness, leaving all ten inches inside of Mike as her fingers start to rub and circle and thrust into herself, her release just within reach even as Max's starts to end. She falls down beside the two, turning Mike's head toward her as his vision starts to focus again. The familiar warmth of his lips against hers gives her that final push, a high pitched squeak of a pant forcing itself out of her throat as her body starts to shudder.

She has no idea how long her mind is in the clouds for, but by the time she comes down, she can feel an arm wrapped underneath her, and something very warm beside her. When she can trust her eyes again, they focus on Mike smiling at her, and then giving her a kiss on the nose.

"You look incredible when you cum," He tells her. "Have I ever told you that?"

"Once or twice," She murmurs, snuggling closer against her boyfriend and resting her head on his chest. "So, Max, did you like it?"

"...go to...hell, El…" Max pants, resting on Mike's other side.

El just giggles, knowing that Max is saying yes on the inside.

"Seeing how you're snuggling with Mike too, I'd call that a yes," El points out. "How'd you like to join us for a shower before Mike's family comes home?"

Max murmurs something that El can't quite pick up on, but Mike's new grin tells her everything she needs to know.

"What was that?" She inquires, holding back another giggle.

"I said...of course…," Max repeats in embarrassment.

"Did you hear that, Mike?" El asks, looking up at her boyfriend. "She said 'of course'. Maybe we were _too_ good to her today, she's gonna want to join all the time now."

"Is that...an option…?" Max questions, sending El and Mike into a burst of laughter.

"Maybe," El teases. "We can talk about it...in the shower."

* * *

Well, that's definitely one of the longer chapters I've written, if only by a thousand or two words.

Mike is definitely a lucky son of a bitch, bordering on anime protagonist levels with how quickly his little harem is growing. Some of you have been vibing with that pretty hard, and others have wanted to see more of Mike taking it like a bitch in heat, so we'll be getting a nice variety further down the line. In this instance we have Max getting pretty intimate with Mileven, with the potential for more in the future (hint hint), and a request I'm considering to add Max into the Mileven/Byler continuity I just got out of, so lots to think about on this front.

If my banter seems off today, it's 100% because I can barely see my laptop in front of me right now, and I'm in the wrong time zone and haven't adjusted to it, but I wanted to finally get this chapter posted, so cut me some slack.

Upcoming Prompt: Mike and Will have some free time after school, and Will wants to try some new things out

Surprised to see _another_ Byler pairing? It's what the lot of you requested, so don't come bitching to me about it. Lucas and Dustin are just sad background characters right now (and for quite a few prompts to come), so try to show them some love too, you horny bastards! Dusty especially is only in _two_ of the list I'm working with! Show him some love too, people!

As per my usual tag, prompts are always welcome!


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